25.01.2015 Views

Update on Merger with Polymetals - Notice of Meeting

Update on Merger with Polymetals - Notice of Meeting

Update on Merger with Polymetals - Notice of Meeting

SHOW MORE
SHOW LESS

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

BDO CORPORATE FINANCE (WA) PTY LTD<br />

<strong>Polymetals</strong> Mining Limited and Southern Cross Goldfields Limited<br />

Technical Specialist's Report<br />

5 QUALIFICATIONS<br />

AMC is a firm <strong>of</strong> mineral industry c<strong>on</strong>sultants whose activities include the preparati<strong>on</strong> <strong>of</strong> due diligence reports<br />

<strong>on</strong>, and reviews <strong>of</strong>, mining and explorati<strong>on</strong> projects for equity and debt funding and for public reports. In<br />

these assignments, AMC and its subc<strong>on</strong>sultants have acted as independent parties. Although we do not<br />

c<strong>on</strong>sider it a c<strong>on</strong>flict, AMC has had recent roles reviewing the Marda gold project feasibility study and has<br />

also reviewed certain mine geotechnical aspects for the Wingina Well project. Neither AMC nor its<br />

subc<strong>on</strong>sultants have any business relati<strong>on</strong>ship <strong>with</strong> Grant Thornt<strong>on</strong>, BDO, <strong>Polymetals</strong> or Southern Cross<br />

other than the carrying out <strong>of</strong> individual c<strong>on</strong>sulting assignments as engaged.<br />

While some employees <strong>of</strong> AMC and its subc<strong>on</strong>sultants may have small direct or beneficial shareholdings in<br />

<strong>Polymetals</strong> or Southern Cross, neither AMC nor the c<strong>on</strong>tributors to this report nor members <strong>of</strong> their<br />

immediate families have any interests in <strong>Polymetals</strong> or Southern Cross that could be reas<strong>on</strong>ably c<strong>on</strong>strued<br />

to affect their independence. AMC has no pecuniary interest, associati<strong>on</strong> or employment relati<strong>on</strong>ship <strong>with</strong><br />

Grant Thornt<strong>on</strong>, BDO, <strong>Polymetals</strong> or Southern Cross.<br />

AMC is being paid a fee by Southern Cross according to its normal per diem rates and out-<strong>of</strong>-pocket<br />

expenses in the preparati<strong>on</strong> <strong>of</strong> this report. AMC's fee is not c<strong>on</strong>tingent up<strong>on</strong> the outcome <strong>of</strong> the Transacti<strong>on</strong><br />

or Scheme. The approximate fee paid to AMC for this work is $16,000.<br />

In corresp<strong>on</strong>dence relating to our engagement, Southern Cross agreed to comply <strong>with</strong> those obligati<strong>on</strong>s <strong>of</strong><br />

the commissi<strong>on</strong>ing entity under the VALMIN Code including that to the best <strong>of</strong> its knowledge and<br />

understanding, complete, accurate and true disclosure <strong>of</strong> all relevant material informati<strong>on</strong> will be made.<br />

<strong>Polymetals</strong> and Southern Cross have separately represented in writing that to the best <strong>of</strong> their knowledge,<br />

they have provided AMC <strong>with</strong> all material informati<strong>on</strong> relevant to their operati<strong>on</strong>s and projects described in<br />

this report.<br />

In preparing this report, AMC has relied <strong>on</strong> informati<strong>on</strong> provided by <strong>Polymetals</strong> and Southern Cross, and<br />

AMC has no reas<strong>on</strong> to believe that informati<strong>on</strong> is materially misleading or incomplete or c<strong>on</strong>tains any<br />

material errors. <strong>Polymetals</strong> and Southern Cross have been provided <strong>with</strong> drafts <strong>of</strong> our report to enable<br />

correcti<strong>on</strong> <strong>of</strong> any factual errors and notati<strong>on</strong> <strong>of</strong> any material omissi<strong>on</strong>s. The views, statements, opini<strong>on</strong>s and<br />

c<strong>on</strong>clusi<strong>on</strong>s expressed by AMC are based <strong>on</strong> the assumpti<strong>on</strong> that all data provided to it by <strong>Polymetals</strong> and<br />

Southern Cross are complete, factual and correct to the best <strong>of</strong> their knowledge. This report and the<br />

c<strong>on</strong>clusi<strong>on</strong>s in it are effective at 7 June 2013. Those c<strong>on</strong>clusi<strong>on</strong>s may change in the future <strong>with</strong> changes in<br />

relevant metal prices, explorati<strong>on</strong> and other technical developments in regard to the projects and the market<br />

for mineral properties.<br />

Southern Cross has provided AMC <strong>with</strong> indemnities in regard to damages, losses and liabilities related to or<br />

arising out <strong>of</strong> its engagement other than those arising from illegal acts, bad faith or negligence <strong>on</strong> its part or<br />

its reliance <strong>on</strong> unauthorised statements from third parties.<br />

This report has been provided to BDO for the purposes <strong>of</strong> forming its opini<strong>on</strong> in relati<strong>on</strong> to the Transacti<strong>on</strong>.<br />

AMC has given its c<strong>on</strong>sent for its report to be appended to BDO's report and for it to be provided to<br />

shareholders and has not <strong>with</strong>drawn that c<strong>on</strong>sent before their lodgement <strong>with</strong> the Australian Securities &<br />

Investments Commissi<strong>on</strong>. Neither this report nor any part <strong>of</strong> it may be used for any other purpose <strong>with</strong>out<br />

written c<strong>on</strong>sent.<br />

The signatories to this report are corporate members <strong>of</strong> the AusIMM and bound by its Code <strong>of</strong> Ethics.<br />

D Varcoe<br />

MAusIMM<br />

Principal Mining Engineer<br />

L Gillett<br />

FAusIMM (CP)<br />

Director<br />

48

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!