Orion Resources Pty Ltd

Transaction Summary

Investment Highlights

This is a cashflow focus project, restarting existing mines and building a long-term project pipeline using standard and proven industry stage-gate practices.

Company Overview

Orion Resources Pty Ltd is an emerging Australian gold developer focused on restarting production from the Cloncurry Gold Project in Queensland. The project comprises:

• A fully permitted CIL gold processing plant (Lorena) with ~300ktpa capacity, independently valued at A$12.6M (replacement >A$30M).
• 20 granted tenements across 447km², including granted MLs and ELs with both near-mine and regional exploration potential.
• Flagship gold deposits Mt Freda and Golden Mile, both located on granted mining leases and previously mined.
• Upon completing settlement on the acquisition, Orion intends to delineate a JORC-2012 compliant maiden Reserve for its first project (Mt Freda) prior to recommencing operations.
• Expected time frame for the maiden Reserve is 7-9 months. Production decision expected in approximately 12 months.
• Focus is on cash flow and building a robust pipeline for continued mill feed and inventory growth using a proven hub-and-spoke business model.
• Prior operator scoping study demonstrates a robust project with strong free cash flow.
• In 2025, Orion commissioned a cost model update based on the prior owner’s 2023 Scoping Study. The revised cost model confirmed robust economics at scoping level:
• Gold Price: USD$2750 oz (LOM)
• LOM FCF: A$70M
• Stage One LOM production: ~35koz Au over 2 ½  years
• Cautionary statement: Scoping Study level results provide a high-level preliminary economic assessment only – they do not purport to represent Feasibility-level forecasts

The project team brings over 175 years of combined mining experience, including backgrounds at Barrick, Placer Dome, and Newcrest. Orion’s approach prioritizes feasibility-backed planning, staged capital deployment, and asset-level derisking before production.

Transaction Overview

Target Exit Strategy:

• Listing via IPO or RTO within 12 months
• Project restart within 18 months of funding completion
• Settlement of the Cloncurry Gold Project acquisition is targeted for August 2025.
• Settlement fund required after completion of the current convertible note offer is $10.4m (GST ex.)
• Settlement funding is intended to be from a combination of a 3-year acquisition debt facility and earn-in equity from AuKing Mining Limited.

Institutional Co-Investor: Orion has signed a non-binding term sheet for A$8M acquisition finance and first rights on future project debt with Nebari Natural Resources Fund (US), a leading North American specialist mining fund. Formalisation of the acquisition funding facility is targeted for August 2025, subject to satisfying the required conditions precedent under the agreement. Orion is confident of being able to meet the conditions.

Listed Co-Investor: Orion executed an earn-in agreement with AuKing Mining Limited (see AKN announcement of 4 Mar 2025) for AKN to invest $5m into the Cloncurry Gold Project in return for a 50% shareholding in Orion.

Team