Shaw River Manganese Limited (to be renamed Rolek Resources Limited) – Public Offer

DJ Carmichael Pty Limited (“DJC”) has been invited to participate in a re-compliance public offer (“Offer”) being undertaken by Shaw River Manganese Limited (“SRR”), to be renamed Rolek Resources Limited (“Rolek” or the “Company”).

Rolek is seeking to raise up to $5 million via the issue of up to 250 million fully paid ordinary shares (“Shares”) at an issue price of $0.02 per Share. Free attaching unlisted options will also be issued on a 1:5 basis exercisable at $0.04 expiring 3 years from the date of issue (“Attaching Options”).

Offer Shares and Attaching Options will be issued pursuant to a prospectus that was lodged with the Australian Securities and Investments Commission (“ASIC”) on 11 September 2018 (“Prospectus”). The Prospectus can be found at Investors should read the Prospectus before deciding whether to invest.

Participation in the Offer is available to all retail, Sophisticated and Professional Investors.

Rolek has entered into a share sale agreement to acquire all of the issued shares in Rolhold Pty Ltd (“Rolhold”) (“Share Sale Agreement”, “Acquisition”). Rolhold has entered into an option deed (“Option Deed”) to acquire the entire issued share capital of Rolek Pty Ltd and (through its wholly owned subsidiary, Rolbar Pty Ltd) a deed of novation with Advino Resources Pty Ltd (“Deed of Novation”), which will result in Rolhold acquiring an aggregate interest in six granted mineral exploration licences and two pending applications for exploration licences throughout the Kimberley, Pilbara, Gascoyne and Murchison regions of Western Australia, which are prospective for, among other commodities, manganese, nickel, lithium and cobalt. The Company intends to complete the Acquisition and re-comply with the ASX Listing Rules to gain re-quotation in Q4 2018.

Investment Highlights

Proposed Acquisition

  • The Acquisition will result in the Company acquiring various mineral exploration licences (and applications) located in the Kimberley, Pilbara, Gascoyne and Murchison region of Western Australia

  • Based on historical information, the area of these licences are considered to be prospective for various strategic and base metals including manganese, nickel, cobalt, lithium and tantalum

  • The Acquisition is subject to a number of conditions precedent, including shareholder approval at the Company’s 2018 Annual General Meeting and re-compliance by the Company of Chapters 1 and 2 of the ASX Listing Rules

  • There is no guarantee the Acquisition will proceed

Barramine Manganese Project located in close proximity to the Woodie Pilbara Manganese mine

  • The FeMn Licence relates to the Barramine manganese project located in the Pilbara manganese province, 265km east south-east of Port Hedland and 80km north of the Woodie Woodie manganese mine (“Woodie Woodie”) (“Barramine Manganese Project”)

  • The Barramine Manganese Project, comprised of a single mineral exploration licence, covers an area of approximately 221.4km²

  • Under the Deed of Novation, Rolbar will acquire the Advino Resources Pty Ltd rights to which the FeMn Licence relates

  • Previous exploration has included 27,478m of RC drilling in 343 drill holes, 2,233 rock chips, 5,140 soil samples; and detailed geological mapping and geophysics including gravity, dipole-dipole induced polarisation, heliborne XTEM-TEM and magnetic surveys

  • Other studies completed include ethnographic, environmental surveys and three phases of limited and preliminary metallurgical test work to examine the suitability of manganese mineralisation to be upgraded to a saleable product between 2010 and 2012 conducted by Nagrom and Amtec

  • Manganese mineralisation was identified across the FeMn Licence at multiple prospects from surface sampling and subsequent RC drilling, identifying three areas at the Barramine Manganese Project that stand out with drill results showing grade and continuity, being Areas 3, 4 and 1

  • The historical drilling identifies an average intersection of 5m (or more) at >10% manganese in 39 mineralised holes

  • Significant results include:

    • 27m at 20.3% manganese from 37m (BRC 290), including 10m at 31% manganese from 37m and 6m at 28.8% manganese from 67m

    • 18m at 21.4% manganese from 73m (BRC 241), including 3m at 36.1% from 86m

    • 8m at 22.4% manganese from 34m (BRC 169), including 2m at 36.2% from 36m

    • 7m at 22.3% manganese from 37m (BRC 332), including 1m at 29.3% manganese from 40m

    • 10m at 19.3% manganese from 91m (BRC 266), including 2m at 35.3% from 93m

    • 10m at 19.4% manganese from 10m (BRC 318), including 6m at 23.6% from 12m

Exploration Projects

  • Mount Dockrell and Lamboo project – two licence applications covering 289km² located in the Kimberley containing a historical tin-tantalum mining field where alluvial tin was mined in the 1920s to 1930s. Historical exploration included investigations for tungsten and niobium in the 1980s. Pegmatite targets have been generated identifying clear pegmatite targets in several clusters

  • Marroonah Beryl project – a licence application covering 28km² located approximately 245km north-east of Carnarvon, with historical exploration within the area having mainly focused on base metal occurrences in the overlying Bangemall group sediments and some exploration for uranium in and surrounding the granite bodies in the 1970s

  • Red Well Hill project – a licence application covering 18km² located approximately along the Mullewa-Yalgoo road to Pindar

  • Milly Milly project – two licence applications covering 83km² accessible from Carnarvon and prospective for nickel-cobalt and/or chrome mineralisation within ultra-mafic rocks. Over 1,000 rock chip and soil samples were collected and assayed for copper, lead, zinc, nickel and cobalt

  • Balla Yule project – a licence application covering 37km² located close to Port Hedland. The zone is a major regional structure and has been defined over a length of >250km. Regional mineralisation shows potential for gold in shear zones within the Mallina Basin, nickel characterised by two models and titaniferrous magnetite deposits

  • The Company intends to undertake a detailed compilation of data collected during historical exploration programs to determine the effectiveness of the previous work and has allocated funds for exploration programs including additional mapping and surface sampling, including limited geochemical soil sampling to verify and possibly extend previous sampling; conducting heritage and environmental surveys; and follow up RC drilling from any new targets generated and identified

Next Steps

  • Complete public offer to raise $5 million and documentation to relist and seek re-admission of the Company on ASX

  • Following completion of the acquisition and re-admission to the official list of ASX:

    • systematic assembly and assessment of existing data into 2D and 3D formats to allow full examination of previous results and to adequately plan for future exploration

    • further mapping and surface sampling

    • designing and implementing drill programs based on the above assessment, targeting both infill drilling on established prospects and testing new ones, with an initial program of 65 RC holes to depths of approximately 100-125m and 4-5 diamond holes to a depth of approximately 500m is anticipated

    • further advance the prospects at Areas 3 and 4 to delineate a JORC compliant resource with infill RC drilling

Funds raised via the Offer will be utilised as outlined in section 1.8 of the Prospectus. The key risks of investing in the Offer are outlined in section 8 of the Prospectus.

An indicative timetable for the Offer is set out below:

Table 1.PNG

*The Company has the right to close the bookbuild early with no notice

DJC will receive a fee of 6% plus GST on funds raised, of which your Adviser will receive 2.25%. For example, for an allocation of $10,000, DJC will receive $600 of which the Adviser will receive $225. DJC currently holds 5,000,000 SRR Shares and will be issued with 5,000,000 options as approved by shareholders at SRR’s General Meeting held on 21 September 2018.

Please ensure you contact your Adviser as soon as possible if you are interested in participating.