Mawson Enters Central Victorian Goldfields IN Australia Through Strategic Investment, Direct Project Acquistion and Joint Ventures
1305 – 1090 West Georgia Street, Vancouver, BC, V6E 3V7
Phone: +1 604 685 9316 / Fax: +1 604 683 1585
NEWS RELEASE January 29, 2020
MAWSON ENTERS CENTRAL VICTORIAN GOLDFIELDS IN AUSTRALIA THROUGH STRATEGIC
INVESTMENT, DIRECT PROJECT ACQUISTION AND JOINT VENTURES
Vancouver, Canada — Mawson Resources Lim ited (“Mawson” or the “Company”) (TSX:MAW)
(Frankfurt:MXR) (PINKSHEETS: MWSNF) is pleased to announce its entry into the Tier 1 goldfields of central Victoria,
Australia, via a multifaceted agreement with major landholder Nagambie Resources Limited (NAG:ASX) (“ Nagambie”).
Mawson’s technical team are consistently reviewing opportunities with a view to generate value for Mawson shareholders
through project acquisition, exploration and divestment. Th e Company believes its Finnish assets and newly acquired
Australian assets are a natural fit, bringing together a high-quality gold exploration portfolio in two safe and mining friendly
jurisdictions.
“Today’s acquisition of gold assets in Victoria, Australia, represents an exciting new opportunity for Mawson. It provides for
the outright purchase and joint venture of three high-grade , Fosterville-style (shallow-oroge nic or epizonal) exploration
projects with numerous historic mines, that lack drill testing to depth, together with a right of first refusal on one of the
largest land packages (2000 square kilometres) of high priority exploration ground in the State,” commented Mr. Michael
Hudson, Chairman and CEO. “Victoria is one of the world’s largest orogenic gold provinces, with more than 80 million ounces
of gold mined since the 1850s. Following the recent high-grade discovery success at Kirkland Lake Gold’s Fosterville mine,
the significant potential of shallow orogenic deposits is now better understood.”
Webcast Conference Call
The Company will host a webcast conference call to review the acquisition on Thursday, January 30, 2020
at 8:00am ET. Those wishing to join the call can do so using the telephone numbers listed below. The call
will also be webcast and available on the Company’s website at www.mawsonresources.com.
Date: Thursday, January 30, 2020 at 8:00am Eastern Time
Participant numbers Toll Free: 844-602-0380
International: +1 862-298-0970
Replay Number Toll Free: 877-481-4010
International: +1 919-882-2331
Replay Passcode: 58280
Event Link https://www.webcaster4.com/Webcast/Page/2197/32999
Transaction Highlights:
Acquisition of three Fosterville-style high-grade gold assets in Victoria, Australia:
A. Clonbinane (100% Acquisition)
Mawson will acquire 100% of the shares of Clonbinane Goldfield Pty Ltd (“ CGPL”), a 100% subsidiary of
Nagambie and the holder of the Clonbinane mineral tenements (“Clonbinane”), for consideration of A$500,000
cash and 1.0 million Mawson Shares. Mawson will also pay Nagambie A$28,000 to replace environmental bonds.
Clonbinane is a shallow orogenic (or epizonal) Fosterville-s tyle project. Gold mineralization is hosted within, or
proximal to diorite dykes with mineralization continuing along structures that extend into the sedimentary country
rock.
Mining commenced in 1880s with total production being reported as 41,000 oz gold at a grade of 33g/t gold.
Two small reverse circulation (“RC”) and diamond drill campaigns in 1993 and 2008 tested the system between
40 to 100 metres vertical depth over an 800 metre strike (Figures 2-5). Select historic drill results at 0.5g/t gold
lower cut included 17 metres at 7.0g/t gold and 0.8% antimony from 66 metres (VCRC022), 38 metres
at 2.8g/t gold from 15 metres (VCRC011), 27 metres at 3.7g/t gold and 0.46% antimony from 3 metres
(CRC013), 2 metres at 42.5g/t gold and 1.0% antimony from 70 metres (VCRC022). These historical data
have not been verified by Mawson and are quoted for information purposes only.
The dyke and historic mine trend continues for 11 kilometres and remains undrilled.
B. Redcastle (Option and Joint Venture)
Mawson will have the right to earn an up to 70% join t venture interest in Nagambie’s Redcastle exploration
licence (“Redcastle”) by incurring A$1,000,000 in expenditures on Redcastle over a 5 year period.
Redcastle is a shallow orogenic (or epizonal) Fosterville-s tyle historic high-grade project located 7 kilometres
along strike from Mandalay Resource’s Costerfield mine and on a parallel structure, 24 kilometres east of Kirkland
Lake Gold’s Fosterville mine (Figure 1).
There are few reliable production records of the early mini ng at Redcastle; however, high grades of gold and
associated stibnite were recorded from nearly all mines, which were only worked to an average of 55 metres
depth within a 5 kilometre by 4 kilometre area. The Redcastle Gold Mining Company is reported to have produced
35,000 ounces of gold from Clarke’s Reef at a grade of 33g/t gold.
Previous exploration has exclusively focussed on heap leachable near-surface gold and the project remains
untested at depth.
C. Doctor’s Gully (Option and Joint Venture)
Mawson will have the right to earn an up to 70% joint venture interest in Nagambie ’s Doctor’s Gully retention
licence (“Doctor’s Gully”) by incurring A$1,000,000 in expenditures on Doctor’s Gully over a 5 year period.
Doctor’s Gully is a shallow orogenic (or epizonal) Fosterville-style gold mineralized district located 13 kilometres
northeast of Redcastle (Figure 1). The Doctor’s Gully retention licence covers a smaller area of 4 square kilometres
with 21 historic gold showings and mines. Modern mining has focused on extracting oxide gold.
RC drilling in 1988, which has never been followed-up, intersected 7 metres @ 4.1g/t gold from 40 metres
(WHP7), 8 metres @ 3.2g/t gold from 40 metres (WHP26) and 1 metre @ 14.6g/t gold from 62 metres
(WHP26). These historical data have not been verified by Mawson and are quoted for information purposes only.
Like Redcastle, previous explorers at Doctor’s Gully ha ve focussed exclusively on heap leachable near-surface
gold and the project remains untested to depth.
Strategic 10% equity investment into Nagambie:
Mawson will subscribe for 50.0 million ordinary shares of Nagambie (“Nagambie Shares”), which will represent
a 10.0% shareholding in Nagambie. As consideration, Nagambie will receive 8.5 million common shares of
Mawson (“Mawson Shares”), which will represent approximately 4.7% of the total issued Mawson Shares (after
including the 1.0 million Mawson Shares from the Clonbinane acquisition).
Secures a right of first refusal for Mawson to take up or match proposals being considered over a competitive
2,000 square kilometre tenement package held by Nagamb ie (Figure 1). This package includes the Nagambie
Gold Mine and provides Mawson with a pipeline of potential new projects.
Provides Mawson with a pre-emptive right on future issuances of Nagambie Shares to avoid dilution.
Mr. Hudson, Chairman and CEO, continues, "This acquisition diversifies and adds further high-quality quality gold exploration
assets to the Company in another Tier 1 gold district, while we maintain a significant focus on building resources at the
Rajapalot project in Finland where five drill rigs are currently operational. Our success in Finland underpins our overall
strategy as a gold exploration company, while management’s long operating history in both Finland and Australia allows
Mawson to bring a highly capable exploration team to conti nue value creation through discovery. We look forward to
working in partnership with Nagambie as we both work to find Victoria’s next major gold deposit.”
Transaction Overview
Nagambie and Mawson have signed three binding Letter Agreements with respect to the above-noted transactions
(collectively, the “Transaction”). The execution of final definitive agreements is targeted for on or before 10 March 2020.
1. Mawson to become a Cornerstone Supportive Shareholder in Nagambie
Mawson will subscribe for 50.0 million Nagambie Shares which will represent 10.0% of the total issued Nagambie Shares
on closing of the Transaction (the “Closing Date”). The Nagambie Shares will be subject to trading restrictions for a period
of two years from the Closing Date.
Provided Mawson continues to hold the original 50.0 million Na gambie Shares, Mawson will have a right of first refusal to
take up or match any proposals being considered by Nagamb ie over its 2,000 square kilometres of tenements in the
Waranga Domain. The tenement package provides Mawson with a runway of potential new projects and includes the
Nagambie Mine, which was mined by Perseverance Corporat ion, who subsequently bought and mined the heap leach
operation at Fosterville (Figure 1). Nagambie will continue to explore in the Waranga Do main using its crustal scale
modelling, induced polarization geophysics and drilling to provide Mawson with exposure to potential new projects within a
vast 2,000 square kilometre portfolio.
As consideration for the 50.0 million Na gambie Shares, Nagambie will receive 8.5 million Mawson Shares, which will
represent approximately 4.7% of total issued Mawson Shares (after including the 1.0 million Mawson Shares from the
Clonbinane acquisition). The Mawson Shares will be subject to trading restrictions and will be released from such trading
restrictions in 25% tranches at intervals of 4 months, 10 months, 16 months and 22 months from the Closing Date.
2. Mawson to Purchase 100% of Nagambie’s Clonbinane Tenements
Mawson will acquire 100% of the shares in Clonbinane Goldfield Pty Ltd (“CGPL”), a 100% subsidiary of Nagambie and the
holder of 62 square kilometres of mineral tenements at Clonbinane, for consideration to Nagambie of A$500,000 cash and
1.0 million Mawson Shares. Mawson will al so pay Nagambie A$28,000 to replace environmental bonds. The 1.0 million
Mawson Shares will be subject to trading restrictions from th e Closing Date and will be released in tranches of 250,000
Mawson Shares at intervals of 4 months, 10 months, 16 months and 22 months from close.
Clonbinane is a shallow orogenic (or epizonal) Fosterville-sty le deposit located 56 kilometres north of Melbourne. Small
scale mining has been undertaken in the project area since the 1880s with total production being reported as 41,000oz
gold at a grade of 33g/t gold. Gold mineralization is hosted within, or proximal to, dykes with mineralization continuing
along structures that extend into the sedimentary country ro ck. The diorite dyke and historic working trend continues for
11 kilometres and remains undrilled (Figure 2).
Two small drill campaigns have tested the Clonbinane minera lized system to 40-100 metres vertical depth over an 800
metre strike. In 1986, Ausminde Pty Ltd and Ausminde Holdin gs Pty Ltd (collectively “Ausminde”) were granted mineral
tenure at Clonbinane. Ausminde’s completed soil and rock ch ip sampling and undertook RC drilling in 1993 (29 RC drill
holes). Beadell Resources Limited subsequently drilled at Clonbinane in 2008 (30 RC holes with 7 diamond drill tails). Drilling
results from both these programs greater than 5g/t gold are shown in Table 1. None of the drill data has been independently
verified at this time. Compilation of available data and 3D geologic modeling are in progress. The true thickness of the
mineralized intervals is not known at this stage. Selected drill results with a 0.5g/t gold lower cut from these two drill
programs at Clonbinane included:
17 metres at 7.0g/t gold and 0.8% antimony from 66 metres (VCRC022),
38 metres at 2.8g/t from 15 metres (VCRC011),
27 metres at 3.7g/t gold and 0.46% antimony from 3 metres (CRC013),
2 metres at 42.5g/t gold and 1.0% antimony from 70 metres (VCRC022),
10 metres at 7.0g/t gold from 42 metres (VCRC011), and
5 metres at 11.2g/t gold and 0.78% antimony from 67 metres (VCRC007).
Clonbinane is open at depth and along strike and is considered a high value exploration project with affinity to the Fosterville
Mine (Figures 3-5). Mawson will compile a ll historic mining and exploration data in to a 3D model, and look to apply large
scale, deeper seeking geophysical methods to identify large mineral systems below 40-100 metres depth.
3. Option and Joint Ventures
Mawson will have the option to earn an up to 70% joint venture interest in each of Nagambie’s Redcastle and Doctor’s
Gully gold properties located in Victoria, Australia by incurri ng the following exploration expenditures on the each of
the properties: A$100,000 in the first year and an additional A$150,000 in year 2 to earn 25%, an additional A$250,000
in year 3 to earn 50% and an additional A$500,000 by year 5 to earn 70%. Once Mawson earns 70% a joint venture
between the parties will be formed. Nagambie may then cont ribute its 30% share of further exploration expenditures
or, if it chooses to not contribute, dilute its interest. Should Nagambie’s interest be reduced to less than 5.0%, it will
be deemed to have forfeited its intere st in the joint venture to Mawson in exchange for a 1.5% net smelter return
royalty (“NSR”) on gold revenue. Should Nagambie be granted the NSR, Mawson will have the right to acquire the
NSR for A$4,000,000 per property.
i. Redcastle Option and Joint Venture
Redcastle is a rural locality in central Victoria 45 kilometres east of Bendigo and 18 kilometres north of Heathcote
(Figure 1). Redcastle was discovered in 1859, and named th e Balmoral Diggings. ‘Redcastle’ a name of Scottish
origin, displaced Balmoral sometime later. Underground mining continued until 1902.
Redcastle is a shallow orogenic (or epizonal) Fosterville-style historic high-grade orefield held within a tenure area
of 51 square kilometres. It is located 7 kilometres along strike from Mandalay Resources’ Costerfield mine and on
a parallel north-south structure, 24 kilometres east of Kirkland Lake Gold’s Fosterville mine. The northern margin
of the claim is surround by a Newmont Corporation exploration licence.
There are few historic reliable production records of the early mining at Redcastle, however very high grades of
gold and associated stibnite were recorded from nearly all mines, which were only worked to an average of 55
metres depth within a 5 kilometre by 4 kilometre area. Th e Redcastle Gold Mining Company is reported to have
produced 35,000 ounces of gold from Clarke’s Reef at a grade of 33g/t gold.
Today six principal prospects or target areas have been id entified at Redcastle: Reservoir, Mullocky, Laura, RFZ,
Why Not and Pioneer. An RC drill program in 2007-08 by Nagambie totaled 239 holes for 10,169 metres. The
average depth of drilling was 42.6 metres with the deepest hole being 81.0 metres and the shallowest hole being
5 metres deep. Of the 14 prospects drilled, 10 intersected gold greater than 1.0g/t gold in 1 metre sample intervals.
Composite intersections with an average weighted grade greater than 2.0 ppm gold, using a 0.5g/t gold cut-off are
presented in Table 2. None of the drill data have been independently verified at this time. Compilation of available
data and 3D geologic modeling are in progress. The true thickness of the mineralized intervals is not known at this
stage. Selected drill results from this drill program at Redcastle included: 10 metres at 2.5g/t gold from 22
metres (RRC26), 2 metres at 10.7g/t gold from 39 metres (RRC41) and 2 metres at 6.3g/t gold from 26
metres (PR16).
Previous workers have exclusively focused on heap leachable near-surface gold at Redcastle and the project remains
untested to depth. Mawson will compile all historic mining and exploration data into a 3D model, and look to apply
large scale, deeper seeking geophysical methods to identify large mineral systems below 50 metres depth.
ii. Doctors Gully Option and Joint Venture
Doctor’s Gully is a shallow orogenic (or epizonal) Fosterville-style historic mining district. The Doctor’s Gully retention
license covers a smaller area of 4 square kilometres with 21 historic gold showings and mines (Figure 1). In modern
times it has been mined for oxide gold. It is located 13 kilometres northeast of Redcastle.
Gold Mines of Kalgoorlie (“GMK”, also working as Metals Exploration Ltd) mapped and drilled Doctor’s Gully in 1988.
A total of 1,734 metres of RC drilling was conducted in 29 holes across the prospect. The results from this drill
program have never been followed up. Composite intersections are presented in Table 3. None of the drill data has
been independently verified at this time. Compilation of available data and 3D geologic modeling are in progress.
The true thickness of the mineralized intervals is not known at this stage. Better drill intersections from this program
included 7 metres @ 4.1g/t gold from 40 metres (WHP7) and 8 metres @ 3.2g/t gold from 40 metres (WHP26)
and 1 metre @ 14.6g/t gold from 62 metres (WHP26).
Like Redcastle, previous workers have exclusively focuse d on heap leachable near-surface gold at Doctors Gully
and the project remains untested at depth. Mawson will compile all historic mining and exploration data into a 3D
model, and look to apply large scale, deeper seeking ge ophysical methods to explore for a large mineral system
below 50 metres depth.
Conditions to Closing
The obligation of Mawson to complete the Transaction is su bject to, among other matters, Mawson being satisfied in its
sole discretion with the material results of its due diligence investigation on Nagambie and its assets (to be completed on
or before February 14, 2020) and receipt of TSX approval to the Transaction.
Qualified Person
Michael Hudson, Chairman and CEO for the Comp any, is a qualified person as defined by National Instrument 43-101 – Standards of
Disclosure or Mineral Projects and has prepared or reviewed th e preparation of the scientific and technical information in this press
release.
None of the drill data has been independently verified at this ti me. These historical data have not been verified by Mawson and are
quoted for information purposes only. Drilling information from Clonbinane by Ausminde and Beadell Resources, at Redcastle by Nagambie
and at Doctor’s Gully by GMK had a variety of assays and check assa ys reported in historical reports. It is believed that the primary
analysis for gold was completed by fire assa y with an atomic adsorption finish by NA TA registered laboratories. Assay technique s for
antimony are unknown at this stage.
About Mawson Resources Limited (TSX:MAW, FRANKFURT:MXR, OTCPINK:MWSNF)
Mawson Resources Limited is an exploration and development company. Mawson ha s distinguished itself as a leading Nordic Arctic
exploration company with a focus on the flag ship Rajapalot gold project in Finland. The Australian acquisition provides Mawson with a
strategic and diversified portfolio of high-quality gold exploration assets in two safe jurisdictions.
About Nagambie Resources Ltd (ASX: NAG)
Nagambie Resources Ltd (“Nagambie”) explores for Fosterville-style, struct ural-controlled, high-grade sulphide-gold underground
deposits within 2,000 sq km of Waranga Domain tenements. Exploration is carried out using geophysical targeting techniques, diamond
drilling and analysis for hydrothermal alteration of the sediments.
The Company is also evaluating:
Underwater storage of sulphidic excavation material in the two legacy gold pits at the Nagambie Mine, capable of storing 5
million tonnes of spoil from major infrastructure projects for Melbourne such as Metro Tunnel, West Gate Tunnel and North East
Link.
Recycling of the tailings and overburden dumps to produce aggregates for concrete and gravel products respectively.
Quarrying and screening of sand deposits at the mine to produce various sand and quartz aggregate products is planned.
On behalf of the Board,
"Michael Hudson"
Michael Hudson, Chairman & CEO
Further Information
www.mawsonresources.com
1305 – 1090 West Georgia St., Vancouver, BC, V6E 3V7
Mariana Bermudez (Canada), Corporate Secretary, +1 (604) 685 9316,
Forward-Looking Statement
This news release contains forward-looking statements or forward-looking information within the meaning of applicable securitie s laws (collectively,
"forward-looking statements"). All statements herein, other than statements of historical fact, are forward-looking statements. Although Mawson believes
that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically
identified by words such as: believe, expect, anticipate, intend, estimate, postulate, and similar expressions, or are those, which, by their nature, refer to
future events. Mawson cautions investors that any forward-looking statements are not guarantees of future results or performance, and that actual results
may differ materially from those in forward-looking statements as a result of various factors, including, but not limited to, c apital and other costs varying
significantly from estimates, changes in world metal markets, ch anges in equity markets, planned drill programs and results var ying from expectations,
delays in obtaining results, equipment failure, unexpected geological conditions, local community relations, dealings with non-governmental organizations,
delays in operations due to permit grants, environmental and safety risks, and other risks and uncertainties disclosed under the heading "Risk Factors" in
Mawson's most recent Annual Information Form filed on www.sedar.com. Any forward-looking statement speaks only as of the date on which it is made
and, except as may be required by applicable securities laws, Mawson disclaims any intent or obligation to update any forward-looking statement, whether
as a result of new information, future events or results or otherwise.
VAN_LAW\ 3304512\2
Figure 1: Plan of Victorian tenement holders, showing location of shallow orogenic (epizonal) Fosterville-style mineralization. Green outlines highlight the area where Mawson has secured a first right of
refusal, the 100% purchase of Clonbinane and the Redcastle and Doctor’s Gully option and joint venture areas
Figure 2: Plan of the Clonbinane project. Gold mineralization is located within, or proximal to, the dykes with mineralization continuing along structures that extend into the sedimentary country rock with
gradually diminishing grades. The dyke and historic working trend extends for 11 kilometres and remains undrilled.
Figure 3: Drill plan of the Clonbinane drilled area showing the best results from two small drill campaigns in 1994 and 2008 that tested the system to 40-100 metres vertical depth over an 800 metre strike
(modified after Beadall 2008).