ASX Suspension Looms as Tarrina Resources Seeks Reinstatement via Major Acquisition

My Foodie Box Limited, soon to be Tarrina Resources Limited, is pivoting from meal kits to mineral exploration by acquiring promising gold and base metal projects and raising $5 million to fund exploration.

  • Acquisition of Rox 1 and Rox 2 holding Christmas Gift, Yongala, and Walparuta projects
  • Public Offer to raise $5 million at $0.02 per share
  • Focus on gold, copper, silver, and rare earth element exploration
  • Board and management restructuring with new appointments
  • ASX suspension to be lifted upon re-compliance with Listing Rules
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Strategic Shift and Acquisition

My Foodie Box Limited, an ASX-listed company currently suspended from trading, is undergoing a significant transformation. The company plans to rename itself Tarrina Resources Limited following shareholder approval and is set to acquire 100% of Rox 1 Pty Ltd and Rox 2 Pty Ltd. These subsidiaries hold three key mineral exploration projects, the Christmas Gift Project in New South Wales, and the Yongala and Walparuta Projects in South Australia.

This move marks a pivot from the company’s previous meal kit business, which was divested in May 2024, to a focus on mineral exploration targeting gold, copper, silver, and rare earth elements. The acquisition is conditional on several factors, including raising a minimum of $5 million through a public offer and satisfying ASX requirements for reinstatement to official quotation.

Capital Raising and Capital Structure

Tarrina Resources is conducting a public offer of 250 million shares at an issue price of $0.02 per share to raise $5 million before costs. This capital will fund a systematic exploration program over the next 24 months, with a primary focus on the Christmas Gift Project, which has historical underground mining data indicating high-grade gold mineralization.

The company will also issue various securities including consideration shares and options to MondoRox and other lenders as part of the acquisition consideration. Post-transaction, the company’s capital structure will expand significantly, with over 426 million shares and 213 million options on issue, reflecting a substantial increase from the current share count.

Exploration Projects and Potential

The Christmas Gift Project is the most advanced of the three, with historical mining producing approximately 30,000 ounces of gold at an average grade of 18 grams per tonne. Extensive historical drilling and soil sampling have identified a 2.5-kilometre gold mineralized trend that remains open for further exploration. Tarrina plans to update geological models and conduct drilling to define a maiden Mineral Resource Estimate.

The Yongala Project covers a large area prospective for sedimentary copper-silver and carbonatite-related rare earth mineralization. Historical sampling has revealed significant copper and rare earth anomalies, though modern targeted drilling is required to better understand the mineralization.

The Walparuta Project is prospective for iron-oxide-copper-gold mineralization, with historical production and drilling indicating promising copper and gold intersections. The company intends to apply modern 3D geological modelling and drilling to advance this project.

Governance and Management Changes

The company is restructuring its board and management team in line with its new strategic direction. Francis De Souza will continue as Non-Executive Chair, while David Palumbo and John Mair are proposed as new Non-Executive Directors. Dr Gregor Partington, a geologist with extensive experience in mineral exploration and project development, will be appointed Chief Executive Officer. Kyla Garic will continue as Company Secretary and take on the role of Chief Financial Officer.

Risks and Regulatory Considerations

The prospectus outlines a range of risks typical for mineral exploration companies, including exploration risk, commodity price volatility, funding requirements, and regulatory approvals. The company’s shares have been suspended since October 2023 and will remain so until it satisfies ASX’s re-compliance requirements under Chapters 1 and 2 of the Listing Rules. Shareholder approval for the acquisition, capital raising, and a 5-to-1 share consolidation will be sought at a general meeting scheduled for 1 October 2025.

Environmental and native title considerations have been assessed, with some Aboriginal cultural heritage sites identified on the South Australian tenements. The company has plans to engage with relevant stakeholders and comply with all regulatory requirements.

Independent Technical and Financial Assurance

An Independent Geologist’s Report by Mining Insights Pty Ltd supports the technical merits of the projects, highlighting the exploration potential and appropriateness of the proposed budget. The company’s historical and pro forma financial information has been reviewed by RSM Corporate Australia Pty Ltd, which issued an unmodified limited assurance report, noting material uncertainties related to going concern but confirming the adequacy of funds post-raise to meet objectives.

Bottom Line?

Tarrina Resources’ successful acquisition and capital raise could unlock significant value, but investors should watch closely for ASX reinstatement and exploration outcomes.

Questions in the middle?

  • Will the company successfully meet ASX re-compliance conditions and lift suspension?
  • How will exploration results at Christmas Gift influence the maiden Mineral Resource Estimate?
  • What are the prospects and timelines for advancing Yongala and Walparuta projects?
  • How will the substantial dilution impact existing shareholders and market liquidity?
  • What is the company’s plan to manage environmental and native title risks on its tenements?