Genesis Minerals Limited · ASX:GMD
Genesis Minerals — Merger or Acquisition (April 2023)
44 slides from Genesis Minerals's merger presentation, Apr 17, 2023
Slide 1: Acquisition of St Barbara's Leonora assets
Acquisition of St Barbara’s Leonora assets ASX GOLD 17th April 2023 Not for release to US wire services or distribution in the United States
Slide 2: Important Information
Important Information IMPORTANT: YOU MUST READ THE FOLLOWING SECTION BEFORE CONTINUING The following notices and disclaimers apply to this presentation (Presentation) and you are therefore advised to read this carefully before reading or making any other use of this Presentation or any information c
Slide 3: Important Information
Important Information Forward-looking Statements Some statements in this Presentation regarding estimates or future events are forward-looking statements. They include indications of, and guidance on, future matters. Forward-looking statements include, but are not limited to, statements preceded by
Slide 4: Important Information
Important Information JORC Compliance Statement (continued) The information in this Presentation that relates to Ore Reserves and Mineral Resources referable to St Barbara is extracted from Genesis' ASX announcement dated 17 April 2023 and entitled “Reporting on St Barbara’s Leonora Projects" and fo
Slide 5: Creating a Leading Australian Gold House, 100% focused on Leonora
Creating a Leading Australian Gold House, 100% focused on Leonora Simpler, cleaner, better transaction (replacing scheme of arrangement); Genesis name remains: ► Genesis to acquire St Barbara’s (SBM) Leonora assets for A$600m Dominant position in the prolific Leonora District on a cash free, debt fr
Slide 6: Leadership
Leadership Board and management strongly aligned with shareholders: Board ► Leadership with a track record of delivery and Non-Executive Chairman Tony Kiernan sustainable shareholder returns Managing Director Raleigh Finlayson ► Loyal, engaged, committed for the long term Non-Executive Director Mich
Slide 7: Transaction Summary
Transaction Summary Genesis to acquire St Barbara’s Leonora assets on a cash free, debt free, normal working capital basis Total consideration of A$600m comprised of: Upfront cash of A$370m Upfront scrip of A$170m (at A$1.15/share) Transaction overview Contingent consideration of A$60m (at
Slide 8: Pro-forma Capitalisation
Pro-forma Capitalisation Pro-forma Genesis market capitalisation ~A$1.1b and net cash A$175m (excludes ~A$40m transaction costs): Pro-forma Genesis Pro-forma Genesis Standalone (pre-contingent Contingent (post-contingent Genesis Capital raising Transaction consideration) consideration³ consideration
Slide 9: Business Development - 12-Month Scorecard
Business Development - 12-Month Scorecard1 Leonora transaction gets the green light; 5-year VISION on track: PROJECT MINING AND GEOLOGY & COSTS/ COMMODITY JURISDICTION SCALE VISION M&A STAGE METALLURGY MINE LIFE FINANCIAL “The premium Australian Discipline first - Track record gold producer - of sen
Slide 10: People and Culture
People and Culture PEOPLE AND The Genesis proposition: Core values CULTURE ► Alignment with Genesis’ core values Our Core Values drive our culture and leadership ► Purpose: ► Individual - What I do matters Proven Leadership ► Company - What we do matters Skill set from exploration to ► Regular perce
Slide 11: Re-building the Foundations
Re-building the Foundations Conservative management committed to “future-proofing” Leonora: GWALIA STRATEGIC REVIEW - December half 2023 …THE LAUNCH - March quarter 2024 ► Investment to ensure a new lease of life for ► Five-year outlook including: Gwalia in the long-term: ► Production ► Re-build Res
Slide 12: The Assets
The Assets Logical consolidation of the Leonora District: ► Creation of the central player in the Overview tier-one Leonora District Key mines / projects • Gwalia (St Barbara) • Ulysses (Genesis) ► Home ground advantage - Genesis • Tower Hill (St Barbara) management has previously operated • Admiral
Slide 13: Right Ores in the Right Mills
Right Ores in the Right Mills Processing facility Ore source Current size1,2 Gwalia Underground Resource: 27.6Mt @ 5.5g/t for 4.9Moz ► The addition of Ulysses Underground enables “quality > quantity” mining strategy (GMD ACQUIRING) Leonora Mill PRODUCING ► Reduced mining rate to 0.7 - 0.8Mtpa of hig
Slide 14: Sustainable Growth to +300,000 ounces per annum
Sustainable Growth to +300,000 ounces per annum Simple plan with significant new mine optionality: +300kozpa¹ assumes delivery of near-term growth options: Leonora Mill - 1.4Mtpa ► Gwalia underground - SLOW DOWN / DEVELOP AND DRILL; Future-proofing / transition to “margin > ounces” quantity 300 ► Ul
Slide 15: Delivering Gwalia's True Potential
Delivering Gwalia’s True Potential Ulysses offers a unique opportunity to restore Leonora up to 200kozpa1 with lower costs and lower risk: ► Gwalia / Ulysses operated as one mine - Two becomes one Neighbouring deposits just 35km apart Gwalia Ulysses full scale4 Combined Annual mining rate Mtpa 0.7 -
Slide 16: Delivering Gwalia's True Potential
Delivering Gwalia’s True Potential Prolific high-grade, long-life asset: Gwalia - Long section ► Life of mine plan underwritten by 5,600oz per vertical metre ► Addition of new Ulysses to “fill the Past 15 years mill” and transition Gwalia to ~2.8Moz produced “quality > quantity” high grade, selectiv
Slide 17: Delivering Gwalia's True Potential
Delivering Gwalia’s True Potential Less is more: ► De-prioritise northern extensions / intermediates (similar grade / higher volume / lower cost from Ulysses) ► Re-focus on true “heart of gold” South-West Branch; Higher grade, consistent and persistent Gwalia - Current mine design Gwalia - “Heart of
Slide 18: Delivering Gwalia's True Potential
Delivering Gwalia’s True Potential Ulysses to take the pressure off Gwalia and fill the Leonora mill: 1.4Mtpa Leonora mill - Ore sources by quarter¹ (t) Add Ulysses and Admiral 350,000 300,000 250,000 200,000 150,000 100,000 50,000 0 Sep Q 2013 Dec Q 2013 Mar Q 2014 Jun Q 2014 Sep Q 2014 Dec Q 2014
Slide 19: Rightsize the Combined Business
Rightsize the Combined Business Fit for purpose à la Dacian: Leonora (SBM) v Mt Morgans (DCN) Site G&A 70 Cost 140 70 Corporate Cost 160 140 60 120 60 120 A$/oz A$/oz 50 100 50 100 80 40 80 40 60 30 60 30 40 20 40 20 20 A$/t A$/t 0 10 20 10 -20 0 0 0 -40 FY20 FY21 FY22 FY20 FY21 FY22 Leonora A$/t (L
Slide 20: Introducing Tower Hill
Introducing Tower Hill Forgotten asset in the shadow of Gwalia: Harbour Lights ► Key value driver: 0.7Moz Resource ► Mt Morgans milling solution Airport Leonora ► + GMS owner-operator open pit mining model Regional = Significant value unlocked from Tower Hill Hospital Mt Morgans Mill (~90km) ► Infra
Slide 21: Introducing Tower Hill
Introducing Tower Hill A pit without peer: ► Bulk, high grade open pit Tower Hill - Long Section opportunity ► Planned strike length +1km ► Average drill intercept 35m @ 1.8g/t ► 4,000oz per vertical metre ► Further growth opportunities: ► Open down plunge - Underground mining potential below pit sh
Slide 22: Equity Raising - Overview
Equity Raising - Overview Placement to raise A$470m: ► Placement to institutional investors to raise A$470M (Placement) comprising: ► Unconditional placement to raise A$70M (Unconditional Placement) via the issue of circa. 60.5m new shares under Genesis’ existing placement capacity Offer Structure ►
Slide 23: Equity Raising - Use of Funds
Equity Raising - Use of Funds Placement to raise A$470m: Sources A$m Details Unconditional Placement 70 Refer to note below Conditional Placement 400 TOTAL 470 Uses A$m Details Cash consideration to St Barbara 370 Transaction costs 40 Stamp duty, and other costs associated with the transaction Worki
Slide 24: Genesis - Heart of Gold
Genesis - Heart of Gold ► Compelling opportunity to create a leading ASX gold house ► Dominant position in the prolific Leonora District ► Targets sustainable, high-quality earnings with capital-light production growth ► Long life “margin > ounces” business plan ► Resonates with high investor appeti
Slide 25: Transaction Timetable
Transaction Timetable Completion anticipated by July 2023: Key Dates Date Placement Settlement of Unconditional Placement 21 April 2023 Unconditional Placement Shares allotted and commence trading 24 April 2023 Extraordinary General Meeting (EGM) to be held to approve the Conditional Placement Mid J
Slide 26: APPENDICES
APPENDICES A COMBINED ORE RESERVES B COMBINED MINERAL RESOURCES C SUMMARY OF ASSET TRANSACTION DOCUMENTS D KEY RISKS E PRODUCTION TARGET MATERIAL ASSUMPTIONS F DETAILS OF SUBSCRIPTION AGREEMENTS G FOREIGN OFFER RESTRICTIONS Ulysses development underway 26
Slide 27: A - COMBINED ORE RESERVES
APPENDIX A - COMBINED ORE RESERVES Ore Reserves by deposit: Proved Probable Total Tonnes Ounces Tonnes Ounces Tonnes Grade (g/t Ounces Deposit Grade (g/t Au) Grade (g/t Au) (000’s) (000’s) (000’s) (000’s) (000’s) Au) (000’s) St Barbara1 Gwalia 2,121 5.1 345 10,525 5 1,696 12,647 5 2,041 Aphrodite -
Slide 28: B - COMBINED MINERAL RESOURCES
APPENDIX B - COMBINED MINERAL RESOURCES Mineral Resources by deposit: Measured Indicated Inferred Total Deposit Tonnes (000’s) Grade (g/t Au) Ounces (000’s) Tonnes (000’s) Grade (g/t Au) Ounces (000’s) Tonnes (000’s) Grade (g/t Au) Ounces (000’s) Tonnes (000’s) Grade (g/t Au) Ounces (000’s) St Barba
Slide 29: C - SUMMARY OF ASSET TRANSACTION DOCUMENTS
APPENDIX C - SUMMARY OF ASSET TRANSACTION DOCUMENTS • Genesis has entered into a binding commitment deed and accompanying agreed terms with St Barbara, to acquire all of St Barbara’s Leonora assets (excluding certain tenements and a suite of royalty interests held by St Barbara), being the Leonora O
Slide 30: C - SUMMARY OF ASSET TRANSACTION DOCUMENTS
APPENDIX C - SUMMARY OF ASSET TRANSACTION DOCUMENTS • Genesis Prescribed Event has a standard concept which is customary for a transaction of this nature (subject to certain exceptions), including prohibitions on: o splitting or consolidating shares, resolving to reduce share capital or entering int
Slide 31: C - SUMMARY OF ASSET TRANSACTION DOCUMENTS
APPENDIX C - SUMMARY OF ASSET TRANSACTION DOCUMENTS • Genesis has agreed to pay a break fee of $5,400,000 to St Barbara if: • a Genesis Competing Transaction is announced and completed within 12 months; • St Barbara terminates the Asset Transaction Documents because the Genesis Board changes, withdr
Slide 32: D - KEY RISKS
APPENDIX D - KEY RISKS Introduction There are a number of risks and uncertainties, which are specific to Genesis, the Acquisition and/or the Placement, and of a more general nature may affect the future operating and financial performance of Genesis, and the value of its respective securities. Inves
Slide 33: D - KEY RISKS
APPENDIX D - KEY RISKS Other risks Additional risks and uncertainties not currently known to Genesis may also have a material adverse effect on Genesis' business and the information set out above does not purport to be, nor should it be construed as representing, an exhaustive list of the risks of G
Slide 34: D - KEY RISKS
APPENDIX D - KEY RISKS Exploration and development risks The business of mineral exploration, project development and production, by its nature, contains elements of significant risk with no guarantee of success. There is no guarantee of development at the Genesis prospects. Ultimate and continuous
Slide 35: D - KEY RISKS
APPENDIX D - KEY RISKS Permitting Genesis requires permits from regulatory authorities to authorise potential project operations. Including with respect to the Leonora Operations. Obtaining necessary permits can be a time-consuming process and there is a risk that Genesis will not obtain necessary p
Slide 36: D - KEY RISKS
APPENDIX D - KEY RISKS Supply chain interruption Genesis relies on supply chain networks across the globe for its supply of consumables, equipment and other project materials. Disruptions to this supply chain network may result in interruption to business continuity and increases in input prices. Th
Slide 37: D - KEY RISKS
APPENDIX D - KEY RISKS 4. General risks Litigation risk Genesis may be exposed to possible litigation risks including Native Title claims, tenure disputes, disputes in relation to the interpretation of royalty agreements or other contractual entitlements, environmental claims, occupational health an
Slide 38: D - KEY RISKS
APPENDIX D - KEY RISKS Economic Risks General economic conditions, movements in commodity prices, interest and inflation rates and currency exchange rates may have an adverse effect on the exploration, development and proposed production activities of Genesis, as well as on their ability to fund tho
Slide 39: E - PRODUCTION TARGET MATERIAL ASSUMPTIONS
APPENDIX E - PRODUCTION TARGET MATERIAL ASSUMPTIONS Pursuant to Listing Rule 5.16, Genesis and St Barbara (as applicable) provide the following information in respect of the material assumptions on which the “300koz pa” production target is based. This information also applies in respect of the “180
Slide 40: E - PRODUCTION TARGET MATERIAL ASSUMPTIONS
APPENDIX E - PRODUCTION TARGET MATERIAL ASSUMPTIONS Mining - Open Pit For the open pit production targets, conventional mechanised open pit mining equipment utilising hydraulic excavators and rear dump trucks remains and continues to be the selected mining method. In terms of open pit wall angles an
Slide 41: F - DETAILS OF SUBSCRIPTION AGREEMENTS
APPENDIX F - DETAILS OF SUBSCRIPTION AGREEMENTS The subscription agreements for AustralianSuper and RCF VII are subject to customary representations and warranties and also contain additional conditions for their subscriptions, which include: • the Asset Transaction Documents not being terminated, b
Slide 42: G - FOREIGN OFFER RESTRICTIONS
APPENDIX G - FOREIGN OFFER RESTRICTIONS Bermuda No offer or invitation to subscribe for New Shares may be made to the public in Bermuda or in any manner that would constitute engaging in business in or from within Bermuda. In addition, no invitation is being made to persons resident in Bermuda for e
Slide 43: G - FOREIGN OFFER RESTRICTIONS
APPENDIX G - FOREIGN OFFER RESTRICTIONS New Zealand This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013 (the "FMC Act"). The New Shares are not being offered or sold in New Zealand (or allotted with a view
Slide 44: www.genesisminerals.com.au
Contact Details: Troy Irvin Corporate Development Officer phone: +61 8 6323 9000 email: investorrelations@genesisminerals.com.au www.genesisminerals.com.au
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