Corporate finance deals Feb 26 to Mar 2 2018

S2 Resources advises that completion has occurred under the Heads of Agreement that was announced on 14th February 2018. The Agreement was with Westgold Resources to sell S2’s interest in the Polar Bear Project (100%), Eundynie Joint Venture (80%) and the Norcott Project (100%) (together, the “WA Gold Projects”) via the sale of all of the shares in S2’s wholly owned subsidiary Polar Metals Pty Ltd for $9 million.

SUDA Pharmaceuticals, a leader in oro-mucosal drug delivery, today announced that it has entered into a share sale and purchase agreement with Medical Sales & Service Pty Ltd pursuant to which Medical Sales & Service will acquire all of the shares of SUDA’s wholly-owned subsidiary, Westcoast Surgical & Medical Supplies

Panoramic Resources is pleased to release the results of the Pro-Rata Renounceable Entitlement Offer announced on 24 January 2018 to raise approximately $20.9 million (before costs) and which closed on 21 February 2018. Eligible shareholders were offered the opportunity to acquire one (1) New Share for every (7) Shares held by eligible shareholders on the Offer Record Date (1 February 2018) at an issue price of 34 cents per New Share. The Company received valid applications, on a pro-rata entitlement basis, to subscribe for 55,840,190 New Shares from eligible shareholders. This represents approximately 91% of all Shares offered under the Offer. In addition, eligible shareholders applied, under the Top-Up Facility, for 15,588,642 additional New Shares worth $5,300,138.

POZ Minerals is pleased to announce a $500,000 Share Purchase Plan (SPP) together with a $500,000 share placement (Placement) to progress field operations towards the stage 1 bulk sampling and trial mining at the Blina Diamond Project in the Kimberley region of Western Australia. Fieldwork is due to commence in March 2018 with bulk sampling operations of priority targets due to commence in the second quarter of this year. The SPP will provide to shareholders (who held shares at the record date of 23 February 2018), with the opportunity to subscribe for up to $15,000 worth of POZ shares each at the issue price of 9 cents per share. This represents a 17% discount to the 5 day volume weighted average trading price of POZ shares. The Directors view the SPP as a means of allowing shareholders to participate in this exciting period of the Blina Diamond Project as it progresses towards developing over the coming 12 months. The SPP will be limited to a maximum of $500,000. The Directors reserve the right to accept oversubscriptions. POZ is also undertaking a share placement and has received commitments to place 5,555,556 shares at 9 cents per share to raise $500,000 to sophisticated investors

MinRex Resources is pleased to announce that it has today settled the acquisition of a 70% interest in the highly prospective East Pilbara Tenements. Total consideration was $750,000 in cash and $1,750,000 in shares.

Rumble Resources is pleased to announce that it has signed binding option agreements to acquire tenements E51/1677 and M51/122 that form the Munarra Gully Cu-Au Project (with Ni – Co potential) (“Munarra Gully”) some 50km NNE of the town of Cue within the Murchison Goldfields. Rumble has signed a binding option agreement with Radman Mining Pty Ltd and agreed to pay $30,000 in cash and $30,000 in RTR ordinary shares (calculated using 5 day VWAP) to secure a 12-month exclusivity period to finalise due diligence. If Rumble elects to exercise the option within the 12-month exclusivity period, Rumble agrees to enter a joint venture agreement to acquire up to 100% of the title and interest in M51/122 based on the below terms: a. Rumble to pay $50,000 Cash and $50,000 RTR ordinary shares within 30 days from the joint venture agreement. b. Rumble to make payment of $50,000 Cash and $50,000 RTR ordinary shares within 12 months from the joint venture agreement to earn 80% on the mineral rights excluding gold. c. RTR guarantees the statutory annual expenditure. d. Rumble has the option to acquire 80% of the gold mineral rights by paying $500,000 in RTR shares, cash or a mixture of both at any time within 5 years of the joint venture agreement. e. Rumble has the option to acquire the remaining 20% of all mineral rights by paying $1,000,000 in cash at any time after acquiring 80% of mineral rights. f. Radman Mining Pty Ltd is free carried to decision to mine. g. Following a decision to mine, Rumble will pay a one off cash royalty of $1,500,000. Rumble has signed a binding option agreement with Marjorie Ann Molloy and agreed to pay $20,000 in cash and $20,000 in RTR ordinary shares (calculated using 5 day VWAP) to secure a 12-month exclusivity period to finalise due diligence. If Rumble elects to exercise the option within the 12-month exclusivity period, Rumble agrees to enter a joint venture agreement to acquire up to 80% of the title and interest in E51/1677 based on the below terms: a. Rumble to pay $75,000 Cash and $75,000 RTR ordinary shares within 30 days from the joint venture agreement. b. Rumble to make payment of $25,000 Cash and $25,000 RTR ordinary shares within 12 months from the joint venture agreement to earn 80% on all mineral rights. c. RTR guarantees the statutory annual expenditure. d. Marjorie Ann Molloy is free carried to BFS. e. Following the completion of a BFS and decision to mine, Marjorie Ann Molloy can either elect to contribute to ongoing project development or dilute to a 1% NSR.

The Board of RTG Mining is pleased to announce that the Company has received commitments to raise approximately US$34 million in a private placement to Australian and international institutional and sophisticated investors. The Private Placement consists of approximately 311 million new Securities to be issued at an issue price of $0.14 per Security to raise total funds of circa US$34.0 million.

Eastern Goldfields wishes to advise that the Company’s non-renounceable, partially underwritten entitlement offer closed at 5:00pm (WST) on Wednesday, 21 February 2018. Under the Entitlement Offer, the Company is able to issue up to 35,924,270 new fully paid ordinary shares at an issue price of $0.20 per New Share on the basis of 1 New Share for every 20 existing fully paid ordinary shares, together with a free attaching Option per New Share acquired. The Company advises that it received valid applications under the Rights Issue for 11,247,806 New Shares from shareholders, leaving a shortfall of 24,676,464 shares and options. In addition, the Company has received additional applications from existing shareholders for a further 2,773,497 New Shares in accordance with section 2.9 of the prospectus dated 1 February 2018 (as supplemented by the supplementary prospectus dated 20 February 2018).

Riversgold is pleased to advise it has increased its strategic landholding at Kurnalpi North, in the Eastern Goldfields of Western Australia, through the purchase of the historic high-grade Cutler gold prospect and a new Farm-In Agreement. Riversgold has reached agreement to purchase Exploration Licence E25/550, adjacent to Riversgold’s existing Farr-Jones target, which contains the historic high-grade Cutler gold prospec In consideration for 100% interest in E25/550, Riversgold will pay $35,700 cash and issue 450,000 Riversgold shares and 450,000 options to purchase Riversgold Shares (with an exercise price of 20 cents and with an expiry date 24 months after issue), to private company Westex Resources Pty Ltd. Riversgold advises it has entered into an Agreement with Alloy Resources whereby Riversgold can earn up to an 85% interest in two granted Exploration Licences adjacent to its highly prospective Queen Lapage and Acra South targets Riversgold will pay Alloy $30,000 cash as reimbursement for previous expenditure on the tenements; Riversgold must meet the minimum statutory expenditure ($114,000) for the first year before withdrawing from the Agreement; Riversgold can earn an initial 70% interest in the tenements by meeting statutory minimum expenditure requirements ($114,000pa) for 3 years, including the first year; Upon Riversgold earning 70%, Alloy can elect to contribute pro-rata to further exploration or revert to a 15% free-carried interest to completion of a Definitive Feasibility Study, whereby Riversgold will have earned an 85% interest in the tenements; Upon completion of the DFS, Alloy will have an opportunity to contribute pro-rata to further exploration/development or revert to a 1.5% Net Smelter Royalty; Riversgold will manage exploration on the tenements.

AVZ Minerals is pleased to announce that it has mandated Cantor Fitzgerald Canada Corporation, part of a global financial services firm, to manage a $15 million capital raising. Cantor has received a firm commitment for 100% of the placement from one of its North American institutional clients. The placement will comprise 60 million shares at an issue price of 25 cents per share, together with 30 million attaching options exercisable at 30.5 cents, expiring 24 months from the date of issue, to raise $15 million. At settlement the investor will hold approximately 3.2% of AVZ issued shares.

ATC Alloys is pleased to advise that it has entered into a Heads of Agreement to end the ongoing dispute with its joint venture partner, Mr George (Guangyu) Chen and to restructure the Vietnamese Ferro-Tungsten producing joint venture which is owned by the 60% owned Asia Tungsten Products Co Limited (ATCHK). Under the terms of the HoA, the Company has agreed to purchase Mr Chen’s 40% shareholding in ATCHK, resulting in the Company’s ownership of the Vinh Bao Ferro-Tungsten plant increasing to 100% via the acquisition. The purchase of the additional 40% of ATCHK will be conducted on the following terms and conditions: (a)ATA will provide to Mr Chen, as consideration:(i) $800,000 in cash;(ii)$3,000,000 in fully paid ordinary shares in the Company, issued upon completion of the Transaction, at the same issue price as the Company’s next capital raising; and(iii)A$2,400,000 deferred consideration, to be paid in cash or issued in fully paid ordinary shares in the Company or proportions thereof, with the Company to determine which payment method is to be utilised. Payment of this Deferred Consideration will be subject to a number of milestones being achieved, which are to be mutually determined by the Company and Mr Chen prior to finalising a formal sale and purchase agreement. The Company will advise the market of such milestones upon their being agreed.

Aurora Labs, is pleased to announce that it has successfully completed a bookbuild for a placement of 6,250,000 shares at an issue price of $0.80 per share, together with entitlements to apply for 3,125,000 free-attaching options exercisable at $1.00 each within 2 years of issue on a one for two basis under a proposed separate prospectus offer, to institutional and sophisticated investors to raise $5.0 million before costs. The Company also proposes to raise up to an additional $3.0 million (before costs) through a Security Purchase Plan offer of shares and options, on substantially similar terms to the Placement. The record date for determining shareholders’ entitlement to participate in the SPP was 5:00pm (WST) on Friday, 23 February 2018 (Record Date).

Azure Minerals is pleased to advise that it has secured funding of approximately $8.2 million (before costs) through a placement to institutional and sophisticated investors to enable the Company to continue development studies at its flagship Oposura project and to accelerate its exploration campaign to further define the high-grade, near-surface gold and cobalt mineralisation on the Sara Alicia project. A total of 27.3 million fully paid ordinary shares will be issued at a price of $0.30, which represents a 9% discount to the VWAP of the last fifteen trading days of Azure’s shares. In addition, one option exercisable at $0.45 and expiring after two years will be offered for every two shares subscribed

Auris Minerals is pleased to announce that it and Fe have entered into an Agreement with Sandfire Resources in relation to their Morck’s Well East JV Project3 (AUR 80%:FEL 20%) and AUR’s 100% owned Doolgunna Project located in Western Australia’s Bryah Basin.

Sandfire will pay $1.2m to Auris and $0.3m to FEL (shares or cash at Sandfire’s election). • Sandfire must incur a minimum of $2.0m in exploration expenditure within 2 years. • The tenements must be kept in good standing at all times. Discovery & Feasibility Study • At the completion of the Minimum Spend, Sandfire may continue to sole fund exploration. • If Sandfire defines a JORC 2012 compliant Mineral Resource of a minimum of 50,000t of contained copper (or metal equivalent), that has greater than 50% in the Indicated classification, then Sandfire may thereafter complete a Feasibility Study on that Discovery. • On completion of the Feasibility Study (i.e. the completion of a mine plan which is technically achievable and economically viable which would underpin progressing the Discovery to a decision to mine) Sandfire will have earnt a 70% interest in the project upon which the Discovery has been made. • If a Discovery is made on the Doolgunna Project and Feasibility Study completed then the interests will be Sandfire 70% and Auris 30%. • If a Discovery is made on Morck’s Well East JV Project and a Feasibility Study completed then the interests will be Sandfire 70%, Auris 24% and FEL 6%. In this situation Sandfire will also earn 70% in the Doolgunna Project.

New Century Resources is pleased to announce the completion of the acquisition of the final remaining 30% minority interest in the Century Zinc Mine. The Company has now moved to a 100% interest in the Project.

Western Australian gold explorer Lodestar Minerals advises that it has successfully placed 90 million fully paid ordinary shares at 2.3 cents each to raise $2.07 million (before costs). The placement was oversubscribed.

Vimy Resources is pleased to advise that it has entered into a binding Sale Agreement with Cameco Australia Pty Ltd to acquire its Alligator River Project in Arnhem Land, Northern Territory for a cash consideration of $6.5M staged over 30 months.

Taruga Gold is pleased to announce the acquisition, subject to Due Diligence, of a series of highly prospective Cobalt-Copper mineralised projects in the Democratic Republic of Congo (DRC). Taruga Gold is pleased to announce the acquisition, subject to Due Diligence, of a series of highly prospective Cobalt-Copper mineralised projects in the Democratic Republic of Congo (DRC). The Company has also signed agreements with Madini for the acquisition of Madini’s 70% option on four highly prospective Copper-Cobalt licences as well as up to 100% interest of PR 12423, all of which cover a total of 116km2 of highly prospective ground with known cobalt and copper occurrences within inferred/mapped Roan sediments. Taruga is completing a placement of up to 13.5 million shares at 10 cents per share to raise up to $1,350,000 to support the Due Diligence and exploration on these exciting projects.

Santa Fe Minerals is pleased to announce the conditional acquisition of exploration licences E59/2257 and E59/2259 (Tenements) from Gunex Pty Ltd. The new ground covers 418km2 and compliments the Company’s existing tenements at Challa South. It also enables the Company to consolidate the Eastern side of the Narndee Intrusive Complex. The Company has agreed to pay $20,000 up front as a non-refundable Execution Fee, with the following consideration to be paid upon receipt of Ministerial Consent:  $50,000 cash;  500,000 ordinary shares in the Company;  500,000 unquoted options over shares in the Company, exercisable as 20 cents on or before 30 September 2020; and  0.8% Net Smelter Royalty payable on future production.

Australian lithium developer, Pilbara Minerals, is very pleased to announce that it has entered into a broad-based strategic relationship with leading South Korean industrial conglomerate POSCO. POSCO has executed a binding Subscription Agreement to provide $79.6 million in consideration for 82,065,000 fully-paid ordinary shares. With Stage 1 of PIlgangoora being fully funded, the proceeds from this Initial Investment are to be applied towards the Stage 2 5mtpa expansion of the Pilgangoora Project. The subscription price of $0.97 per share represents the Company’s 40-day VWAP per share as at the close of trading on 26 February 2018. Following the Initial Investment, POSCO will own 4.75% of the issued shares in Pilbara.

Lithium Australia has secured a $18.27M convertible note facility (under the terms of a Convertible Note Deed) with a leading US institutional investor, Arena Investors LP. New York based Jett Capital Advisors LLC acted as advisor to the convertible note transaction

Centennial Mining issued 16,922,775 fully paid ordinary shares at an issue price of $0.011419 per share to exempt investors under section 708(10) or (11) of the Corporations Act 2001, as approved by shareholders at the Company’s general meeting held on 1 February 2018.

Blina Minerals refers to the Heads of Agreement dated 30 October 2017 and announced on the same date, for the acquisition by the Company of 100% of the issued shares in La Cobaltera Pty Ltd.

Alara Resources is pleased to report it has expanded its copper portfolio in Oman by acquiring an interest in the Awtad copper-gold Project located adjacent to the Daris copper-gold project. The Company has signed a binding Heads of Agreement granting Alara an initial 10% interest in the Project and a right to increase to a 70% shareholding in Awtad Copper LLC. Alara will secure an initial 10% shareholding interest in JVCo based on its previous contributions to the Project (~OMR246,000). Alara will then fund further exploration, evaluation and development costs. After Alara has invested a total of US$1.5 million into JVCo, it will increase its shareholding in JVCo to 51%. This will increase to 70% upon the completion of a DFS.

Active Western Australian gold explorer Aruma Resources is pleased to announce that it is raising up to $1,000,000 (before costs) through a share placement with State One Equities as Lead Manager.

AustSino Resources Group is pleased to advise it has received applications pursuant to the Company’s Replacement Prospectus lodged on 25 January 2018, in excess of the minimum subscription of $4,000,000 and slightly below the maximum subscription of $4,500,000. Application forms received and funds received currently held on trust by the Company and its wholly owned subsidiary companies comprise approximately $4.445 million

Inca Minerals has entered into binding arrangements to raise $160,000 via the placement of 26,666,667 fully paid ordinary shares, at an issue price of 0.6 cents per share (before raising costs). The Placement is to be made to Acuity Capital and, subject to receipt of application monies, funds will be used for exploration at the Company’s zinc-silver-lead projects in Peru and for working capital. Subject to receipt of all application monies, the Placement will be completed using Inca’s Shortfall Share capacity which, pursuant to the Company’s Prospectus dated 26 October 2017, will expire on 5 March 2018.

High Grade Metals (ACN 062 879 583) is pleased to announce that on 26 February 2018 it completed the acquisition of the issued capital of Austrian Projects Corporation Pty Ltd (ACN 622 432 428). The Company has issued a total 186,000,000 fully paid ordinary shares, 65,000,000 options exercisable at 3 cents each on or before 30 September 2020, 120,000,000 Class A Performance Shares and 120,000,000 Class B Performance Shares to the security-holders of APC. (Refer to the Company’s prospectus dated 30 January 2018 for the full terms of the Performance Shares.)