2. Forward Looking Statements
Certain information contained herein regarding Champion Iron Mines Limited, including management’s assessment
of future plans & operations, may constitute forward‐looking statements under applicable securities law &
necessarily involve risks, including but not limited to risks associated with mining exploration, operating costs,
production costs, volatility of share prices, currency fluctuations, imprecision of resource & reserve estimates,
environmental risks & ability to access sufficient capital from internal & external sources.
As a consequence, actual results may differ materially from those anticipated in any forward looking statements.
Plans, intentions or expectations disclosed in any forward‐looking statements or information should not be read as
guarantees of future results or events, & will not necessarily be accurate indications of whether or when or by
which such results or events will be achieved.
Except as required by law, Champion Iron Mines Ltd., expressly disclaims any intention & undertakes no obligation
to update any forward looking statements or information as conditions change.
The historical mineral resources mentioned are strictly historical in nature & are non‐compliant to National
Instrument 43‐101 mineral resources & mineral reserves standards, & should therefore not be relied upon. A
qualified person has not done sufficient work to upgrade or classify the historical mineral resources as current
National Instrument NI‐43‐101 compliant.
The technical information in this news release pertaining to the Consolidated Fire Lake North Project as well as the
Snelgrove Lake Project was reviewed and approved by Mr. Bruce Mitton, P.Geo., Vice‐President Exploration for
Champion Iron Mines Limited who is a Qualified Person under NI 43‐101 standards.
2
3. Transaction Summary
Business Combination Overview
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Proposed
Transaction
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Deal Protection •
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Conditions
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1.
Champion shareholders will be entitled to receive 11 ordinary shares of Mamba in exchange for every 15 common shares of
Champion
Champion shareholders who are Canadian residents will have the option to receive all or a part of their consideration in the
form of exchangeable shares of Canco to defer recognition of capital gains
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Consideration
Concurrent
Financing
Mamba, together with a wholly‐owned Canadian subsidiary of Mamba (“Canco”) will acquire, by way of a plan of arrangement
(Arrangement), 100% of the outstanding securities of Champion
Offer values Champion at approximately C$59.8 million on a fully diluted in‐the‐money basis (“FDITM”) as at December 5, 2013
Pro forma ownership on a FDITM basis of 40.9% Mamba and 50.5% Champion1
Closing of the Arrangement is subject to regulatory approvals and is expected in April 2014
Mamba will continue to be listed on the ASX and it is a condition of closing that Mamba will apply for and be listed on the TSX
New company to be named Champion Iron Limited
Each Exchangeable Share will be exchangeable, at no additional consideration, into one Mamba Share
42% premium over Champion’s December 5, 2013 closing price of C$0.275 and a 72% premium calculated on the 20‐day
volume weighted average price (VWAP) of each respective company
Subject to requisite shareholder approvals, Mamba will convert the existing 32 million Mamba performance shares into ordinary
shares at a rate of 1 for 10
Mamba will undertake an equity financing of at least A$10 million to be completed immediately after the effective date of the
Arrangement at a price of no less than A$0.50 per share
Strengthens the combined company’s balance sheet and provides financial flexibility with its development plans
Customary non‐solicitation covenants, subject to normal fiduciary outs
Right to match
Termination fee of C$1.0 million payable by either party under certain situations
Unaminous support for the transaction and lockup agreements from the Board of Directors and Officers of Mamba and
Champion
Champion securityholder vote (approval of (i) at least 662/3% of shares cast, (ii) 662/3% of shares and options cast, voting
together, and (iii) a majority of the minority)
Mamba shareholder vote (approval of at least 75% of shareholder votes cast as well as at least 50% of the number of
shareholders voting)
Customary regulatory, exchange and court approvals
Remaining 8.6% pro forma FDITM ownership in the new company will be comprised of shares issued in the Concurrent Financing, which assumes gross proceeds of A$10.0 million and an issue price of
A$0.50/share
3
5. Transaction Rationale
Benefits to Mamba Shareholders
Upside from the Consolidated Fire Lake North Project
• Provides Mamba shareholders an interest in the large scale and economically robust Consolidated Fire Lake
North (“CFLN”) Project
Expands Mamba’s interests in the Labrador Trough
• Significant upside through 12 iron ore brownfield projects covering 755 km2 in the Fermont district
Strengthens balance sheet
• Arrangement and concurrent equity raise will strengthen the combined company’s balance sheet
Enhanced capital markets profile
• Mamba shareholders to benefit from Champion’s significant research coverage, greater share liquidity and
North American institutional and retail investor base
Benefits to Champion Shareholders
Strengthened balance sheet
• Combined company will have sufficient funding for the completion of the BFS on the CFLN Project
Immediate and significant offer premium
• Offer premium to Champion shareholders of 72% based on Mamba and Champion’s 20‐day VWAP
Addition of key mining executives and directors with a proven track record
• Addition of Michael O’Keeffe as Executive Chairman significantly enhances the ability to bring in
international institutional and strategic investors as well as the capital required to advance the CFLN Project
through to commercial production
Exploration upside from the Snelgrove Lake Project
• Highly prospective iron ore project located in the Labrador Trough with excellent access to infrastructure and
the potential for hematite and multi‐billion tonne magnetite project
Broadens investor base
• Provides the combined company access to a larger base of institutional and retail investors in North America,
Australia and Asia
5
6. Strong Management & Board
Michael O’Keeffe │ Execu ve Chairman
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Chairman of Mamba
Executive Chairman of Riversdale Mining Limited (“Riversdale”) from 2004 to 2011
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Managing Partner of Glencore Australia (Pty) Limited from 1995 to 2004
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Led the development of Riversdale from a junior with a market cap of A$7 million until it was acquired by Rio Tinto for A$4 billion
During his period at Riversdale, Mr. O’Keeffe raised approximately A$780 million for Riversdale
Responsible for Glencore’s Australian acquisitions, of which a large component was vended into Xstrata at the time of the LSE listing
Increased Glencore’s market share in Australia and southeast Asia, growing the turnover from US$100 million to US$2.4 billion
Held a series of senior operating positions at Mt Isa Mines from 1975 to 1994, rising to the Executive Management level in
commercial activities
Thomas Larsen │ CEO and Director
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President and CEO of Champion since 2006
Over 30 years of experience in the investment industry, specializing in corporate finance and management of junior mining
companies, raising in excess of C$150 million to date
Previously held senior executive positions at a number of junior resource companies
Director of Eloro Resources and Bear Lake Gold Ltd.
Paul Ankcorn│ Non‐Executive Director
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Former President and director of the Cartier Iron Corporation from 2012 to 2013
Chief Financial Officer of Tartisan Resources Corp. and Shield Gold Inc. since 2008
President of Remington Resources Inc. from 2005 to 2010
Director of ACME Resources Corp., Shield Gold Inc.; Tartisan Resources Corp. and Fancamp Exploration Ltd.
Alexander Horvath│ Non‐Executive Director
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Joined Champion as a Director in September 2007 and Executive VP, Exploration in March 2008, bringing with him over 28 years of
experience in mineral exploration and mining
President of A.S. Horvath Engineering Inc., an Ottawa‐based exploration/mining geological services firm, since 2006
Spent over 20 years with Asarco Inc. in progressively senior operational roles, where he was involved in managing base and precious
metals exploration, mineral resource estimates, feasibility studies, reserve audits and acquisition due diligence reviews
Director of Bear Lake Gold Ltd. and Eloro Resources Ltd
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7. Strong Management & Board
Niall F. Lenahan│ Non‐Executive Director
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Finance Director and Company Secretary of Mamba
Non‐Executive Director for Discovery Metals Ltd.
Mr. Lenahan has served as a director and CFO in both ASX‐listed and medium sized organizations involved in mineral resources,
construction/engineering and shipping/transport industries both in Australia and overseas
The following are companies that Mr Lenahan has previously successfully held executive positions at:
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Riversdale (2006‐2011), CFO & Company Secretary
Kingsgate Consolidated Limited (2003‐2005), CFO
AurionGold/Goldfields (1992‐2002), CFO and Company Secretary
Richard Melville Wright│ Non‐Executive Director
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Currently a Non‐Executive Director of Mamba
Engineer with significant expertise in the development and delivery of multi‐billion dollar resource projects
Many companies have achieved significant results under his stewardship. Some of those companies include:
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Hancock Prospecting Pty Ltd (2008‐2011), Project Director for Roy Hill
Decmil Group Ltd (2004‐2008) (previously Paladio), Founding Executive Chairman and Managing Director
Adrail (2001‐2004), Executive Chairman
Fluor Corporation (1990‐1999), CEO of Fluor Daniel Pty Ltd (Australia)
Don Sheldon│ Non‐Executive Director
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Director or Champion since September 2008
Executive Officer of Sheldon Huxtable Professional Corporation, a Toronto‐based law firm, where he has been advising mining
companies for over 30 years
Chief Financial Officer and Chief Administrative Officer and Director of Carlisle Goldfields Ltd.
Chief Executive Officer and Director of Metalcorp Limited and Rockex Mining Corporation as well as an officer of The Temagami Iron
Corporation
Director of Crown Gold Corporation, Gold Train Resources Inc. and Bending Lake Iron Group Limited
James Wang│ Non‐Executive Director
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Representative of Baotou Chen Hua Investments Limited
MBA (New York Institute of Technology, 2006), Bachelor of Engineering (Major in Archtecture)(North‐Western Institute of
Architectural Engineering, 1991)
7
8. Capitalization
Strong balance sheet provides financial flexibility with development plans
Mamba1
Champion2
A$0.55/share
C$0.275/share
Basic Shares Outstanding
70.6 million
152.4 million4
209.7 million5
Options
20.8 million
9.7 million
27.9 million
Nil
7.0 million
5.1 million
32.0 million
N/A
Nil4
123.4 million
169.1 million
242.7 million
Basic Market Capitalization
A$38.8 million
C$41.9 million
A$115.3 million
Cash and Cash Equivalents
A$3.3 million
C$15.5 million6
A$26.4 million7
Long‐Term Investments
Nil
C$2.6 million8
A$2.7 million
Enterprise Value (Basic)
A$35.5 million
C$23.8 million
A$86.3 million
As at December 5, 2013
Share Price
Warrants
Performance Shares
FD Shares Outstanding
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Pro Forma3
Mamba’s cash and debt balance is as of September 30, 2013
Champion’s balance sheet information is as of September 30, 2013. Champion’s cash and cash equivalent balance includes C$66,000 in short‐term investments
Pro forma balance sheet assumes an A$:C$ exchange rate based on the December 5, 2013 closing price of A$1.0365:C$
Champion’s basic shares outstanding assumes that prior to the closing of the Transaction, Baotou Chen Hua Investments will exercise its 15,000,000 warrants exercisable into 15,000,000 Champion
common shares at an exercise price of C$0.25/share generating cash proceeds of C$3,750,000
Basic shares outstanding has been adjusted for the Concurrent Financing, which assumes Mamba will complete a A$10.0 million equity financing at an offer price of A$0.50/share for the issue of 20.0
million Mamba shares. Adjustments also includes 32.0 million Mamba performance shares to be converted on a 10 for 1 basis into 3.2 million ordinary shares of Mamba as well as shares issued to
Champion management and board member due to change of control payments
Champion’s cash balance has been adjusted for the repayment of approximately C$0.2 million in convertible debentures
Includes A$10.0 million in expected gross proceeds from the Concurrent Financing less brokerage fees less cash transaction fees paid to advisors
Champion’s long‐term investments includes its C$0.4 million investment in Cartier Iron Corporation plus the market value of shares of Fancamp Exploration Ltd. as well as shares and warrants of
Century Iron Mines Corporation
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9. Consolidated Fire Lake North (“CFLN”) Project
Large‐Scale, Feasibility Stage Project with Robust Economics
Located in the most established iron ore district in the Labrador Trough
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Contiguous to the north of ArcelorMittal’s operating Fire Lake Mine and
located 60 km south of Cliffs Natural Resources’ Bloom Lake Mine
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52 million tpa of concentrate production capacity in the region
Excellent access to infrastructure
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Access to low‐cost hydro and skilled labour
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Government of Quebec is completing a Pre‐Feasibility Study for a new
multi‐user railway connecting to the Port of Sept‐Îles
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Construction of a 50 million tpa multi‐user port facility at the Port of Sept‐
Îles is on schedule and on budget
Large tonnage, high quality hematite iron ore deposits
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CFLN Project contains a total resource of 3.6 billion
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CFLN resource is of sufficient size to support a 35‐40 million tpa operation
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Metallurgical coarse‐grained hematite mineralization that is easy to
liberate
Production of high quality, 66% Fe sinter concentrate with very low
deleterious elements
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High weight recovery of 39.9% with no magnetic separation required
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Alumina is 0.52% (industry standard of 2%) with <5% silica content
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Low alumina to silica ratio ‐ ideal as a blending product for steel mills
Significant upside through expanded feasibility study
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Increase in annual production to 18‐20 million tpy through the addition of
a 2nd concentrator, which would increase the pre‐tax NPV8% to C$6.5
billion (based on preliminary company estimates)
Management’s development plan
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Completion of a bankable feasibility study within the next 12 months
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Significant potential to commence production over the next several years
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Includes C$9.47/t of concentrate of costs over life of mine associated with railway capital debt and interest payments
C$200 million equity component is included in the C$1.4 billion initial capex
Based on 62% Fe concentrate spot price forecast of US$115/t in years 1‐5 and US$110/t in years 6‐20. Assumes
exchange rate of US$1:C$1
February 2013 Pre‐Feasibility Results
Mine Life
P&P Reserves
LOM Strip Ratio
LOM Average Annual
Concentrate Production
Concentrate Grade
Average Operating Cost1
Initial Capital Cost
Rail Capital Contribution2
Project Economics3
19.6 years
465M tonnes at 32.4% Fe
2.74:1
9.3M tonnes
66% Fe
C$44.05/t of concentrate
C$1,394 million
C$200M in equity
C$1,133M in debt
Pre‐Tax NPV8% of C$3.3B
Pre‐tax IRR of 30.9%
Pre‐tax payback of 3.4 years
Fermont Holdings Global Resources
Tonnage (M t)
CFLN Project
M&I
Inferred
Total
Grade (Fe %)
746
2,821
3,567
31.1%
28.8%
Harvey‐Tuttle and Moire Lake Deposits
M&I
164
30.5%
Inferred
1,364
25.1%
Global Resource
5,095
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10. Snelgrove Lake Project
Hematite and Multi‐Billion Tonne Iron Ore Resource Potential
Excellent access to infrastructure
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Located in Labrador approximately 65 km east of a heavy gauge rail connection at
Schefferville, Quebec with available capacity
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Low cost at C$0.04/kWh hydropower available from the Menihek Hydropower
station located 45 km from the project
Strong potential for hematite and a multi‐billion tonne magnetite deposit
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Exploration conducted by Altius Minerals Corp. (“Altius”) between 2009‐2011 defined
coexisting geophysical anomalies with a 33 km strike length and 170 m width that
were later successfully drilled
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Samples from the northern half of the Snelgrove Lake Project contain predominately
lower grade (30% to 35% Fe) taconite style mineralization
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Hematite‐bearing grab samples, from the southern part of the property, yielded 55%
to 64% Fe in domains of DSO‐type mineralization
Positive results from drill programs
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Three initial drill holes identified hematite mineralisation in the southern CLC region
to an approximate vertical depth of 235 m and a true width of 170 m
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Location of Project
Hole MM 13‐05 returned an aggregate thickness of 101 m grading 52% Fe with low alumina and
phosphorus
The summer 2013 drill program demonstrated hematite mineralization over 4 km
strike length to at least 100 m deep
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A second 6‐hole, 635 m summer 2013 drill campaign intersected hematite mineralisation similar
to that identified in hole MM 13‐05. Assays are pending
A further 1,500 m strike length remains untested
Option Agreement with Altius
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Option to acquire Atlius’ 100% interest in the Snelgrove Lake Project by September
2017
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Exercising option is conditional upon the following:
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Completing C$6.5 million in exploration spending by September 2017 (largely completed to date)
A$5.75 million option payment to Altius due three months after exercising option
Granting 3% NSR royalty to Altius
10
11. Thank You
Mamba.com.au Suite 301, Toronto, ON M5C 2T6
20 Adelaide Street East,
Championironmines.com
| 416 866 2200
ASX:MAB
TSX:CHM, FSE:PO2
