Doray/Mutiny Merger Offer

Doray Minerals and Mutiny Gold to Merge

Creating a Leading Mid-Tier, High-Grade WA Gold Company

Highlights

  • Doray Minerals and Mutiny Gold to merge to form a leading mid-tier, high-grade Western Australian gold company with substantial growth prospects
  • Doray to acquire Mutiny via a unanimously recommended off-market takeover offer with 1 new Doray share offered for every 9.5 Mutiny shares held
  • Offer values Mutiny at 5.4 cents per share,1 representing a:
    • 38% premium to the closing price of Mutiny shares on 20 October 2014
    • 49% premium to the 30 day VWAP of Mutiny shares 2
    • 40% premium to the 60 day VWAP of Mutiny shares 2
  • Proposed merger creates a leading Western Australian mid-tier gold company with:
    • An attractive portfolio of complementary high-grade production, development and exploration assets in the highly prospective Murchison mining district
    • Forecast production of around 160,000oz AuEq per year across two high-grade, low-cost gold production centres from FY2016
    • Combined Mineral Resource base in excess of 1.0Moz Au at grade of 7.7g/t Au plus 27Kt Cu at grade of 0.9% Cu, anticipated to increase with further systematic exploration
    • Enhanced financial strength expected to optimise funding the development of Mutiny’s Deflector project
    • Board and management with proven track record of delivering shareholder value through the successful discovery, development and operation of high-grade, narrow vein gold projects
    • Increased scale, market relevance and trading liquidity
  • Mutiny security holders will hold up to 33% of the combined group (fully diluted), thereby:
    • Retaining a significant interest in the future upside of Deflector
    • Mitigating and diversifying current development risks, whilst gaining exposure to Doray’s assets, balance sheet, cash flow and development expertise
    • Benefiting from the combined group’s strong exploration, mine development and operational expertise, enhanced financial strength and ability to optimise exploration spend across an enlarged exploration portfolio
  • Major Mutiny shareholders have entered into pre‐bid acceptance agreements with Doray in respect of 18.68% of Mutiny shares on issue
  • Mutiny Chairman, Mr Allan Brown, has been invited to join the board of the combined group

1 Based on the 5-day volume weighted average price (VWAP) of Doray shares on ASX of 51 cents prior to and including 20 October 2014, the last full trading day prior to Mutiny requesting a halt to trading in Mutiny shares on ASX. The implied value of the Offer will change with fluctuations in the Doray share price.

2 VWAP of Mutiny shares is calculated for the period up to the close of trading on the ASX on 20 October 2014, the last full trading day prior to Mutiny requesting a halt to trading in Mutiny shares on ASX.