Ann: Non-binding term sheet for merger with TSXV Newrange Gold, page-30

This deal is simply to takeover a smaller market cap company on TSXV, gain two projects in an important mining district in Canada, get access to the Canadian market that is much better for Mexican projects. It's a bigger market and the new BoD will have well experienced people with good track record in Mex and Canadian market. What is clear is that it is at relative market prices for the two companies - "friendly". NRG is consolidating 12:1 which means 1.5c to 18c shares. MTH shareholders will get 18.08 consolidated NRG shares for each 1,000 MTH shares. Using Exchange rate of 0.91 C$:A$ that means MTH shares are valued at 18.08 x C$0.18 / 0.91 = A$3.577 per 1,000 MTH shares or 0.3576c Aust.