OD6 TO ACQUIRE ULTRA HIGH GRADE USA FLUORSPAR PROJECTS
Released
Released
Announcement PDF
ASX Announcement
4 March 2026
ASX: OD6
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OD6 TO ACQUIRE ULTRA HIGH-GRADE, DISTRICT SCALE
FLUORSPAR PROJECTS IN NEVADA, USA
Exceptional grades up to 94% CaF2, historic production
and multiple extensive zones for resource definition
HIGHLIGHTS
• District-scale, ultra high-grade fluorspar system with multiple prospects
• Excellent road and rail access and proximity to established mining regions
• Global critical mineral (designated critical in the U.S.), with the U.S. 100% reliant on imports
• Semiconductors, Military Electronics, Aerospace & Nuclear enrichment uses
Mammoth Prospect (Historic work)
• High-Grade Epithermal Fluorspar (CaF2) mapped out over 9,000m2
zone, with no historical drilling
completed and depth potential remaining entirely untested.
• Interpreted as a steeply plunging breccia body 30 to 60m wide extending to depth
• Up to 80% CaF2 in surface rock samples
• Exceptionally high-grade surface and channel sampling results including:
o 15.2m @ 48% CaF2 in channel sampling
o 10.7m @ 45% CaF2 in channel sampling
o 25.9m @ 27% CaFâ‚‚ in channel sampling
o ~35.9% CaF2 average grade estimated from surface samples
Other prospects (Historic work)
• Additional nearby prospects at Horseshoe highlight strong potential for an extended high-grade,
mineralised system, supporting potentially significant expansion of the existing resource.
• Spar Mine – Significant High Grades
o 6.1m @ 78% CaF2 in a channel sample
o 6.1m @ 71% CaF2 in a channel sample
• Big Jim Prospect – Exceptional High Grades
o 90% and 94% CaF2 in 1 to 2m wide massive fluorspar vein
o 74.9% CaF2 in 0.3m rock chip from altered sediments above the vein
Horseshoe Prospect (Historical Production)
• Historic mine produced 26,000 tonnes (29,500 short tons) of fluorspar ore from shallow pits
• High grade shallowly dipping / bedding parallel fluorspar in pit wall mapped over 3,000m2
zone and
estimated 30m thickness extending under shallow limestone cover
• Up to 71% CaF2 in surface rock samples
• 44.9% CaF2 historic estimated average grade from surface samples
• Extensions concealed beneath limestone and talus cover
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OD6 Metals Limited (OD6 or the Company) is excited to announce that it has entered into an exclusive
option agreement to acquire, subject to finalisation of technical and legal due diligence, a district scale
cluster of historic high-grade fluorspar (CaF2) deposits. The Project comprises 48 State of Nevada Mining
Claims, located ~220 km north of Las Vegas within a highly prospective epithermal district (Quinn
Fluorspar Project).
About Fluorspar
• Critical Mineral Listed – US, EU, Canada, Australia, Japan
• Current prices around USD$450 to $650 (AUD$650 to $950) per tonne CaF2.
• The US is 100% import reliant on Fluorspar with no major domestic production since 1990.
• Essential role in AI semi-conductor chips, batteries, nuclear power, aerospace and defence.
Favourable Deal Metrics
• Low risk upfront payment of A$75k cash to acquire option, with option exercise payment of A$200k
(50% cash and 50% shares (subject to shareholder approval)) upon OD6 being satisfied with due
diligence and otherwise comfortable with completing. Deferred payments totalling A$3.8 million (50%
cash and 50% shares) are also payable upon achievement of certain milestones including receipt of
drilling approvals, drilling commencement, declaration of JORC resources, completion of a Bankable
Feasibility Study, and achievement of Commercial Production on the Project. In addition, a royalty will
be granted to the Sellers of 2% NSR on fluorspar minerals and 1% NSR on all other minerals extracted
from the Quinn Fluorspar Project. Please refer to the Appendix of this announcement for more
details of the key acquisition terms.
Capital Raise
• Firm commitments received for a $3.40 million two-tranche placement. The placement was supported by
high net worth and institutional investors, including S3 Consortium Pty Ltd (Next Investors), as well as
director participation of $115,000.
Managing Director Brett Hazelden, commented:
“Fluorspar is a designated U.S. Critical Mineral widely used in industrial, pharmaceutical and technology
applications. It is vital to the production of advanced microprocessor chips and high-performance materials used in
the aerospace, space and military/industrial sectors.
The United States is currently 100% import dependent and this presents a compelling strategic opportunity as the
US Government prioritises greater domestic production of critical minerals.
While mining of the Quinn Fluorspar Deposits has been largely dormant for more than five decades historic reports
indicate substantial surface showings of very high-grade fluorspar. The scale of surface mineralisation, exceptional
grades, and lack of modern drilling provide OD6 with an opportunity to rapidly unlock value through systematic
verification and drill testing.
We have been presented with an outstanding opportunity with an exclusive option to acquire this project. We look
forward to concluding the due diligence, and should we proceed, commencing surface work and ultimately resource
definition.”
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What is Fluorspar?
Fluorspar (also known as fluorite) is a simple mineral with the formula CaF2, which contains 48.9% fluorine by
weight. Fluorspar is the main mineralogical source of fluorine.
High-grade fluorspar mineralisation is typically upgraded through simple processing to produce concentrates
grading approximately 90–97% CaF2 typical known as Acidspar, with lower grade concentrates grading
approximately 60–96% CaF2 known as Metspar
Fluorspar is generally sold as a mineral product (rather than the sale of fluorine itself) and in its solid form is non-
toxic and safe to handle.
Strategic Rationale
A Critical Mineral with Strategic US Relevance
Fluorspar (CaF2) is listed on the 2025 United States Geological Survey (USGS) Critical Minerals List. It is also listed
as a Critical Mineral in Australia, EU, Canada, Japan plus a number of other countries.
The United States currently has no significant domestic fluorspar production and is fully import-reliant, with
China producing approximately 68% of global supply (USGS, 2024).
Fluorspar is essential in:
• AI semi-conductor chip etching
• Advanced battery technologies
• Nuclear fuel processing
• Defence
• Aerospace
• Hydrofluoric acid production
• Steel and Aluminium Production
• Fluorocarbon refrigerants
Spot prices are currently approximately:
• US$450–$650/t (A$650–$950/t) for fluorspar concentrate (Chemanalyst 2025)
Fluorspar demand is expected to grow considerably in coming years (Chemanalyst, 2026).
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Nevada – Tier 1 Mining Jurisdiction (#1 Mining Attractiveness globally)
Nevada is a premier mineral exploration and mining destination and is known for production of gold, copper and
industrial minerals. With well-established mining law and permitting process it is currently ranked first, globally,
on the Fraser Institute’s Mining Investment Attractiveness Index (Fraser Institute, 2026).
Figure 1 Quinn Fluorspar Project Location, Nevada USA
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Portfolio Diversification
This proposed acquisition represents strategic diversification of OD6’s critical minerals portfolio into U.S.-based
industrial and battery-related minerals, complementing:
• The Splinter Rock Rare Earth Project (WA), one of Australia’s largest clay-hosted rare earth deposits
• The Gulf Creek Copper-Zinc VMS Project (NSW)
OD6 now holds exposure to three globally significant critical mineral supply chains:
• Rare Earth Elements (NdPr-focused magnet supply)
• Copper (electrification metal)
• Fluorspar (fluorine supply for AI, battery, nuclear and chemical industries)
OD6 Metals, with the Splinter Rock REE Project in Western Australia, is committed to the sustainable
development of critical minerals. OD6 has considerable experience and knowledge on the future development
of critical minerals and mineral technologies. Overall, the option presents an attractive opportunity, underpinned
by fluorspar’s status as a critical mineral to U.S. supply chains.
Mammoth Fluorspar Deposit
The Mammoth Fluorspar deposit consists of a 9,000 square metre zone of outcropping laminated and
breccia hosted fluorspar (Figure 3). Work by Evans (1975) collected channel samples, which when combined
with earlier results (e.g. Burgard, 1953, Welch, 1956a, 1956b) showed an average grade of 35.9% CaF2. The
western boundary of the fluorite breccia is covered with hillside talus deposits. The western side of the deposit
shows a steeply dipping structurally controlled zone adjoining a highly silicified zone and shallowly dipping
limestone (Figure 2). The eastern margin is obscured by talus (slope gravel) cover. The fluorspar zone continues
to the north of a small dry creek and may continue farther north. Evans interpreted the body to the be a steeply
dipping tabular body. Due to lack of historic drilling, the down-dip continuation is not known.
Figure 2 Cross-section of Mammoth Fluorspar after Evans 1975
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Figure 2 Map View of Evans 1975 Geology at the Mammoth Prospect with located samples and inset table of rock-samples and
channels located within the project.
Horseshoe Fluorspar Deposit
A small scale mining operation in the 1950s extracted 29,500 short tons (26,000 tonnes) of material at an
estimated grade of 44.9% CaF2. Evans (1975) conducted a review and noted the high-grade fluorspar zone was
hosted in laminated “raccoon tail” texture and was exposed over a high face of 20-30 feet . Historic sample from
Horseshoe includes channel sampling results 4.6m averaging 71.88% CaF2 (Table 2). Evans interpreted the
body to be a replacement zone outcropping over 3000 square metres (Figure 3) and running parallel with
shallowly dipping bedding in the limestone (Figure 4). To the northeast, a highly silicified limestone obscures
the projection of the fluorspar bed, and to the south it dips beneath the limestone and talus cover (Evans 1975).
Shallowly drilling will confirm the continuity of this system.
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Figure 4 Cross-section of Horseshoe Fluorspar Prospect after Evans 1975
Figure 3 Horseshoe Fluorspar map, after Evans 1975.
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Other prospects
Several other mineral occurrences are noted on the claims block (Figure 7). These include:
• The Spar Mine with hydrothermal replacement in pods of high-grade and associated with a felsic dyke.
Results include 6.1m channel sample assaying 78.86% CaF2 (Burgard 1957, 1962; Papke 1979, Quade
1984)
• The Big Jim occurrence with vein 1.5m channel across a fluorite vein averaging 94.41% CaF2, with
hanging wall sediments above the vein returning 0.3m at 74.9% CaF2 (Goulet 1945).
• Rocket - reported fluorspar occurrence (Papke 1979)
• Jumbo - reported fluorspar occurrence (Papke 1979)
• North Horseshoe – reported fluorspar occurrence (Papke 1979)
Big Jim, Rocket and Jumbo are all reported in a basal sequence beneath a silica/jasperoidal lithocap
(Figure ). A lithocap is generally a silica tabular body that forms at surface in an epithermal/hot spring system
from steam and acidic waters. Lithocaps are generally devoid of minerals of economic interest, yet as erosionally
resistive bodies can often obscure target zones for fluorite and precious metals. Using multi-band satellite
imagery the lithocap at this location covers over 70,000 square metres and is estimated at 30 to 100m
thick. The base of the lithocap is a drill target for fluorspar for the Company (Figure ).
Figure 6 Jumbo, Rocket and Big Jim occurrences proximal to silica lithocap
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History of the Quinn Fluorspar Deposits
Quinn Range fluorspar deposits were first discovered in the early 20th Century (Sainsbury & Kleinhampl, 1969).
In the 1950s, small scale production began at the Horseshoe Mine. Other showings, and particularly the
Mammoth Deposit were also discovered around this time (Figure 7). American company Union Carbide
conducted trenching and trial bulk sampling, and expressed the potential for high-grade mineralization.
However, metal prices at the time did not warrant further development. In 1956, a report detailed the potential
near surface scale of the projects with a resource estimate (as this is not JORC compliant, it is not stated here)
(Burgard, 1956).
Figure 7 Quinn Fluorspar Claims, access and mineral occurrences
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In 1969, the United States Geological Survey conducted a review of the deposits and confirmed the presence of
high-grade fluorspar up to 72% in bulk samples (Sainsbury & Kleinhampl, 1969). In 1975 a consultant, David Le
Count Evans, conducted a thorough review of the potential and mapped the Horseshoe and Mammoth deposits
(Evans 1975). Evans conducted 5 channel samples, and located them on a map (which has subsequently been
digitised by the Company) (Table 1). In addition, Evans compiled assay results from historic reports and
estimated averages grades (Table 2). In 1979, the projects were reviewed and published by the Nevada Bureau
of Mines and Geology, which also confirmed the presence of high-grade fluorspar and corroborated the work by
Evans (Papke, 1979).
The fluorspar occurs as massive minerals in veins and matrix of breccias. The highest grades at Quinn are
associated with “raccoon-tail” textures, which are banded deposits of alternating massive fluorspar with calcite
and silica (Evans, 1975; Papke 1979). The mineralized bodies are reported, by previous operators, as amenable to
straightforward and conventional flotation metallurgical techniques with no reagents required (Burgard, 1953;
Frazier, 1972). The presence of existing outcropping high-grade fluorspar provides adequate material for the
Company to undertake metallurgical flotation test work. Fluorspar also fluoresces under ultraviolet light and
should the Company proceed with acquisition, optical (UV) ore sorting techniques will be considered.
Due Diligence and Next Steps
All results reported are historic in nature and the Competent Person has not independently verified the historical
data. The Company therefore acknowledges that the historical data may contain errors or omissions, and may
not comply with the reporting standards and quality assurance/quality control expectations required under the
JORC Code (2012). Although the Company cannot attest to the nature or accuracy of this previous work, due to
the consistency and use of multiple laboratories, including presented certification, the Competent Person
believes that the historical work is of an adequate standard to be considered reliable in the context in which they
are presented here.
As part of its due diligence program, OD6 intends to collect new samples from the surface showings to test the
veracity of historic reports, including:
• Conduct systematic surface rock chip and channel sampling
• Verify historic assay grades
• Complete detailed geological mapping and structural interpretation
• Undertake soil geochemistry sampling and testing
• Consider geophysical testing and interpretation
• Develop drill testing programs
• Commence permitting requirements for the initial drill program
• Review metallurgical sampling and testing needs
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Regional Setting, mineralization styles
The Quinn Fluorspar deposits are part of the Great Basin (Basin and Range) of Nevada. The deposits are hosted
in Paleozoic sediments including the Pogonip Limestone Formation and the Simonson Dolomite. Mesozoic to
Cenozoic intrusions and volcanism resulted in a significant epithermal event through the district. Fluorspar (CaF2)
is deposited in epithermal breccias (Mammoth), veins (Big Jim) and as replacement deposits parallel to the
bedding in the limestone (Horseshoe).
Figure 4 Nevada Location Map (Nevada Bureau Mines & Geology portal and Portergeo)
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Data Compilation Tables
Table 1: Located channel samples for Mammoth from Evans 1975. Channels converted from reported in feet to metres. NAD83, Zone 11.
Sample Source Easting
(centroid)
Northing
(centroid)
Length
Metres
Description Laboratory
Evans 1
Evans
1975
617886 4223715 10.7
Mammoth tunnel from portal to
35' chip samples across
northeast contact zone
Metallurgical Laboratories San
Francisco
Evans 2
Evans
1975
617850 4223752 25.9
Chip channel sample composite
of scattered outcrops for 85'
northface of sawmill creek
Metallurgical Laboratories San
Francisco
Evans 3
Evans
1975
617884 4223645 10.7
Grab samples composited from
No2 Trench over 35' face
Metallurgical Laboratories San
Francisco
Evans 4
Evans
1975
617871 4223538 1.2
Chip sample above road over 4'
face on silica cap
Metallurgical Laboratories San
Francisco
Evans 5
Evans
1975
617827 4223617 2.4
Trench at west limit of Central
zone from scattered solid
outrops; mixture of silicified
limestone, breccia and Raccoon-
Tail replacement
Metallurgical Laboratories San
Francisco
Table 2: Compiled Historic Assay Results. Samples provided with no coordinates, other than the coordinate of the occurrence (Refer
Table 3). Metres converted from feet using 1ft = 0.3042 metres.
Sample ID Original
Source
Width
(m)
CaF2 % Location Notes Laboratory
332V
Burgard,
1956 &
1962
5.5 55.27 Mammoth
Report updated with
assay results certified
1962
Kidde Process Corporation,
Pasadena
333V
Burgard,
1956 &
1962
4.6 79 Horseshoe
Report updated with
assay results certified
1962
Kidde Process Corporation,
Pasadena
334V
Burgard,
1956 &
1962
1.5 83.02 Horseshoe
Report updated with
assay results certified
1962
Kidde Process Corporation,
Pasadena
335V
Burgard,
1956 &
1962
6.1 71.88 Spar Mine
Report updated with
assay results certified
1962
Kidde Process Corporation,
Pasadena
336V
Burgard,
1956 &
1962
6.1 78.86 Spar Mine
Report updated with
assay results certified
1962
Kidde Process Corporation,
Pasadena
WelchUnk)
Welch
1953a
43.6 Mammoth
Nevada Analytical Laboratory
(HBM)
Welch 5
Welch
1953a
37.5 Mammoth Grey dolomite
Nevada Analytical Laboratory
(HBM)
Welch 6
Welch
1953a
44.6 Mammoth Campground area
Nevada Analytical Laboratory
(HBM)
Welch 7
Welch
1953a
80.1 Mammoth High grade in canyon
Nevada Analytical Laboratory
(HBM)
Welch 8
Welch
1953a
7.6 56.7 Mammoth Campground area
Nevada Analytical Laboratory
(HBM)
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Sample ID Original
Source
Width
(m)
CaF2 % Location Notes Laboratory
Welch 9
Welch
1953a
3.0 23.5 Mammoth Hole area
Nevada Analytical Laboratory
(HBM)
Welch 10
Welch
1953a
33.2 Mammoth Blue quartz
Nevada Analytical Laboratory
(HBM)
Welch 11
Welch
1953a
35.2 Mammoth Green spar
Nevada Analytical Laboratory
(HBM)
Welch 12
Welch
1953a
22.9 23.1 Mammoth Below average
Nevada Analytical Laboratory
(HBM)
Welch 13
Welch
1953a
23.1 Mammoth Shale spar
Nevada Analytical Laboratory
(HBM)
Welch 14
Welch
1953a
15.2 48.5 Mammoth Above average
Nevada Analytical Laboratory
(HBM)
Welch 15
Welch
1953a
3.7 22 Mammoth Quartz
Nevada Analytical Laboratory
(HBM)
Welch 16
Welch
1953a
4.6 25 Mammoth Below average
Nevada Analytical Laboratory
(HBM)
Welch 34
Welch
1953a
53.8 Mammoth Raccoon Tail Texture
Nevada Analytical Laboratory
(HBM)
Welch 39
Welch
1953a
27.5 Mammoth Shale spar
Nevada Analytical Laboratory
(HBM)
Welch2 6
Welch
1953b
43.2 Mammoth spar and limestone Curtis & Tompkins Ltd
Welch2 7
Welch
1953b
31.8 Mammoth spar and bluestone Curtis & Tompkins Ltd
Welch2 8
Welch
1953b
30.6 Mammoth Raccoon Tail Texture Curtis & Tompkins Ltd
Welch2 9
Welch
1953b
31.8 Mammoth Purple low-grade Curtis & Tompkins Ltd
Cuttting 436
Evans
1975
38.5 Mammoth/Horseshoe
Bulk material combined
from Mammoth and
Horseshoe
Mineral Assay Office, Mina,
Nevada
Eisenhauer 3
Goulet
1945
0.3 74.86 Big Jim
1 ft sample on hanging
wall sediments of vein
Eisenhauer Assayer
Eisenhauer 4
Goulet
1945
1.8 90.84 Big Jim
6 ft sample across vein
on right side of Big Cut
Eisenhauer Assayer
Eisenhauer 5
Goulet
1945
1.5 94.41 Big Jim 5 ft sample across vein Eisenhauer Assayer
Cutting 430
Cutting
1974
38.7 Spar Composite Pit 1
Mineral Assay Office, Mina,
Nevada
Cutting 431
Cutting
1974
12.92 Spar Hanging wall ledge
Mineral Assay Office, Mina,
Nevada
Cutting 432
Cutting
1974
62.88 Spar Front Wall
Mineral Assay Office, Mina,
Nevada
Cutting 433
Cutting
1974
56.84 Spar Back Wall
Mineral Assay Office, Mina,
Nevada
Cutting 434
Cutting
1974
63.48 Horseshoe Slickensides
Mineral Assay Office, Mina,
Nevada
Cutting 435
Cutting
1974
70.8 Horseshoe Raccoon Tail Texture
Mineral Assay Office, Mina,
Nevada
Evans
Mammoth
Average
Evans
1975
35.9 Mammoth
Evans calculated
average grade for the
exposed 9000m2 body
based on channel, rock
sample compilation
Various
Evans
Horseshoe
Average
Evans
1975
44.5 Horseshoe
Evans calculated
average grade for the
exposed 3000m2 body
based on channel, rock
sample compilation
Various
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Table 3: Fluorspar Occurrence locations (NAD83, Zone 11)
Name Easting Northing Source
Big Jim 616065 4221750 Quade 1984
Horseshoe 615615 4220483 Quade 1984
Jumbo 615787 4221173 Papke, 1979
Mammoth 617878 4223653 Quade 1984
Northern
Horseshoe
615800 4220800 Quade 1984
Rocket 615650 4221486 Papke, 1979
Spar Mine 616590 4221840 Quade 1984
Share Placement
OD6 has received firm commitments for a share placement to raise A$3.40 million via the issue of approximately
66.8 million fully paid ordinary shares (Shares) at an issue price at A$0.05 per share to sophisticated and
professional investors (Placement).
The Placement comprises a two-tranche placement of Shares as follows:
• an issue of 49,000,000 Shares to raise A$2.45 million (before costs) issued pursuant to the Company’s
existing placement capacity under ASX Listing Rule 7.1 (28,759,274 Shares) and 7.1A (20,240,726 Shares)
(Tranche 1); and
• a conditional placement of approximately 17.8 million Shares to raise A$890,000 (before costs) to be
issued subject to the approval of the Company’s shareholders at an extraordinary general meeting of the
Company’s shareholders for the purposes of ASX Listing Rules 7.1 and 10.11 (as applicable), anticipated
to be held in late April 2026 (EGM) (Tranche 2).
Directors of the Company have committed to subscribe for up $115,000 (approximately 2.3 million Shares) in the
Placement (Director Participation). The Director Participation will form part of Tranche 2 and is subject to
shareholder approval at the EGM under ASX Listing Rule 10.11.
The issue price of 5.0 cents per Share represents a 7.4% discount to the last ASX closing share price of 5.4 cents
on Friday, 27 February 2026, and a 4% discount to the 15 day VWAP of 5.2 cents. Settlement of Tranche 1 of the
Placement is expected to take place on Thursday, 5 March 2026.
Together with the Company’s existing cash reserves, funds raised under the Placement will be applied towards
due diligence, transaction costs and the Completion cash consideration payable in relation to the Option
Agreement for the Quinn Fluorspar Project, exploration and test work at the Company’s existing Splinter Rock
and Gulf Creek Projects and general working capital.
No lead manager was appointed for the Placement and the Placement was not underwritten. However, AFSL
holders that assisted with the Placement will receive a fee of 6% (plus GST) on funds raised by those AFSL
holders.
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Facilitation Shares & Options
In consideration for facilitation services provided by Sapphire Beginnings Pty Ltd in connection with the Option
Agreement, the Company will issue to Sapphire Beginnings Pty Ltd (or its nominees):
• 500,000 shares to be issued pursuant to the Company’s existing ASX Listing Rule 7.1 capacity;
• subject to shareholder approval pursuant to ASX Listing Rule 7.1, 10,000,000 options exercisable at $0.10
each and with an expiration date of 30 April 2028; and
• subject to the Company exercising the option in the Option Agreement to acquire the Quinn Fluorspar
Project and shareholder approval pursuant to ASX Listing Rule 7.1, 1,500,000 shares.
Investor Relations Services
In consideration for investor relations services to be provided to the Company by S3 Consortium Pty Ltd (Next
Investors), the Company will, subject to shareholder approval, issue 8,250,000 Shares to Next Investors.
Director and Consultant Options
Subject to shareholder approval pursuant to ASX Listing Rules 7.1 and 10.11 (as applicable), the Company also
proposes to issue a total of 9.5 million options exercisable at $0.10 each and with an expiration date of 30 April
2028 to its directors and consultants (or their respective nominees) in the following proportions:
• Brett Hazelden: 3 million options;
• Piers Lewis: 2.5 million options;
• Mitch Loan: 2 million options;
• GeoSpy Pty Ltd (Darren Holden): 1 million options; and
• LCP Corporate Pty Ltd: 1 million options.
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Appendix – Terms of Option Agreement for Quinn Fluorspar Project
The Company, together with wholly owned subsidiary, U.S. Fluorspar LLC (incorporated in the State of Nevada, United
States) (Buyer), has entered into an option agreement (Option Agreement) with Mr Donald McDowell and Mr
Thomas Lynch (Sellers), granting the Company and Buyer an option (Option) to acquire a 100% legal and beneficial
interest in 48 unpatented lode mining claims covering 400 hectares in Nye County, Nevada, United States (Mining
Claims) which are prospective for Fluorspar and comprise the Quinn Fluorspar Project (Project).
The Sellers are not related parties of the Company nor shareholders in the Company.
Key terms of the acquisition (Acquisition) are outlined below:
1. Option Exercise and Due diligence
The Option may be exercised by the Buyer at any time before the earlier of:
- 120 days from the date of execution of the Option Agreement (or, subject to the Company making payment
of an additional A$25,000 at any time prior to expiration of the Option, 180 days); and
- the Buyer or OD6 giving notice to the Buyer that it does not wish to exercise the Option,
(Option Period).
During the Option Period, the Sellers have granted OD6 and the Buyer (and their professional advisers) the right to
undertake due diligence investigations into the Project and the Sellers for the purposes of determining whether or not
to exercise the Option.
2. Consideration
In consideration for the granting of the Option, the Company is required to pay a non-refundable option payment of
A$75,000 (Option Payment),
Subject to exercise of the Option and satisfaction (or waiver) of the conditions (see section 5 below), the consideration
payable by the Company and Buyer for the Acquisition is comprised of:
(i) at Completion:
(A) subject to shareholder approval pursuant to ASX Listing Rule 7.1 (LR 7.1), the issue of such number
of OD6 Shares to the Sellers (or its nominee) with a deemed value of A$100,000 based on the volume
weighted average price of OD6 Shares traded on ASX during the 10 trading days on which sales in
OD6 Shares were recorded on ASX (10 Day VWAP) ending on the date immediately prior to the date
of exercise of the Option; and
(Completion Consideration Shares); and
(B) at the election of the Sellers:
a. payment of A$100,000 by the Buyer to the Sellers in immediately available funds (Completion
Cash Consideration); or
b. subject to shareholder approval under ASX Listing Rule 7.1, issue such number of OD6 Shares to
the Sellers (or their nominees) with a deemed value of A$100,000 at the same issue price as the
Completion Consideration Shares (Additional Completion Consideration Shares),
(together, Completion Consideration).
(ii) post Completion:
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(A) subject to the Buyer receiving all regulatory approvals (including the US Forest Service (USFS))
reasonably necessary for the Buyer to commence an initial drilling program on the Project (1st
DA
Milestone), the Sellers will receive the following consideration:
a. subject to shareholder approval pursuant to LR 7.1, issue such number of OD6 Shares to the Sellers
(or their nominees) with a deemed value of A$100,000 based on the 10 Day VWAP ending on the
date of satisfaction of the 1st
DA Milestone (1st
DA Consideration Shares); and
b. at the election of the Sellers:
i. payment of A$100,000 by the Buyer to the Sellers in immediately available funds within
10 Business Days of satisfaction of the 1st
DA Milestone (1st
DA Cash Consideration); or
ii. subject to shareholder approval, issue such number of OD6 Shares to the Sellers (or their
nominees) with a deemed value of A$100,000 at the same issue price as the 1st
DA
Consideration Shares,
(together, the 1st
DA Consideration).
(B) subject to OD6 releasing an announcement to ASX confirming the initial drilling program for the
Project has commenced (2nd
DA Milestone), the Sellers will receive the following consideration:
a. subject to shareholder approval pursuant to LR 7.1, issue such number of OD6 Shares to the Sellers
(or their nominees) with a deemed value of A$175,000 based on the 10 Day VWAP ending on the
date of satisfaction of the 2nd
DA Milestone (2nd
DA Consideration Shares); and
b. at the election of the Sellers:
iii. payment of A$175,000 by the Buyer to the Sellers in immediately available funds within
10 Business Days of satisfaction of the 2nd
DA Milestone (2nd
DA Cash Consideration); or
iv. subject to shareholder approval, issue such number of OD6 Shares to the Sellers (or their
nominees) with a deemed value of A$175,000 at the same issue price as the 2nd
DA
Consideration Shares,
(together, the 2nd
DA Consideration).
(C) subject to satisfaction of the Tranche 1 Milestone (see below):
a. subject to shareholder approval pursuant to LR 7.1, issue such number of OD6 Shares to the Sellers
(or their nominees) with a deemed value of A$250,000 based on the 10 Day VWAP ending on the
date of satisfaction of the Tranche 1 Milestone (Tranche 1 Shares); and
b. at the election of the Sellers:
i. payment of A$250,000 by the Buyer to the Sellers in immediately available funds within
10 Business Days of the date of satisfaction of the Tranche 1 Milestone (Tranche 1 Cash
Consideration); or
18
ii. subject to shareholder approval, issue such number of OD6 Shares to the Sellers (or their
nominees) with a deemed value of A$250,000 at the same issue price as the Tranche 1
Shares,
(Tranche 1 Consideration);
(D) subject to satisfaction of the Tranche 2 Milestone (see below):
a. subject to shareholder approval pursuant to LR 7.
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