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FINBAR GROUP LIMITED Share Issue/Capital Change 2004

Dec 14, 2004

64943_rns_2004-12-14_4151da5b-58ca-44cf-9be6-6e58dcc898c4.pdf

Share Issue/Capital Change

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Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

Finbar International Limited

ABN

97 009 113 473

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{I}$ *Class of $\checkmark$ securities issued or to be issued

Ordinary Fully Paid Shares

  • Number of $*$ securities issued or to $\vert$ 6,000,000 $\overline{2}$ be issued (if known) or maximum number which may be issued
  • 3 Principal terms of the +securities (eg, | if options, exercise price and expiry date; if partly paid 'securities, the amount outstanding and due dates payment; if *convertible for securities, the conversion price and dates for conversion)

Fully paid

+ See chapter 19 for defined terms.

4 Do the 'securities rank equally in all
respects from the date of allotment
with an existing class of quoted
securities?
If the additional securities do not
rank equally, please state:
the date from which they do
the
which
extent
to.
they
participate for the next dividend,
οf
(in
case
the.
$\mathbf{a}$
trust.
distribution) or interest payment
the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
Yes
5. Issue price or consideration \$0.38 issue price
6 Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
capital to progress the Company's recently
announced acquisition in Carr Street West
Perth and to continue to actively pursue new
opportunities.
To strengthen balance sheet to provide working
7 Dates of entering + securities into
uncertificated holdings or despatch
of certificates
15 December 2004.
8 Number
and
class
all
οf
securities
quoted
ASX
on
(including the securities in clause 2
if applicable)
Number
95,736,576 issued.
+ Class
Ordinary Fully Paid

$\sim$

$+$ See chapter 19 for defined terms.

Number $^+$ Class
Number and $\text{class}$ of all $\left[4,486,828\right]$
*securities not quoted on ASX
(including the securities in clause 2
if applicable)
Executive Options
10 Dividend policy (in the case of $a \mid$ Seek to provide balance between returns to
trust, distribution policy) on the Shareholders and growth in underlying NTA
increased capital (interests) with approximate payout ratio of 60% of EPS.

Part 2 - Bonus issue or pro rata issue

11 holder
approval
security
Ís
required?
12 Is the issue renounceable or non-
renounceable?
13 Ratio in which the *securities will
be offered
14 + Class of + securities to which the
offer relates
15 determine
*Record
date
ŧо
entitlements
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17 Policy for deciding entitlements in
relation to fractions
18 Names of countries in which the
entity has + security holders who will
not be sent new issue documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 оf
Closing
date
for
receipt
acceptances or renunciations

$\epsilon$ $\sim$

$\bar{\beta}$

+ See chapter 19 for defined terms.

Appendix 3B New issue announcement

20 Names of any underwriters
21 Amount of any underwriting fee or
commission
22 Names of any brokers to the issue
23 Fee or commission payable to the
broker to the issue
24 Amount of any handling fee payable
to brokers who lodge acceptances
renunciations on behalf of
or
*security holders
25 the issue is contingent
Ħ
on
*security holders' approval, the date
of the meeting
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28 Date rights trading will begin (if
applicable)
29 Date rights trading will end (if
applicable)
30 How do "security holders sell their
in full through
entitlements
-a
broker?
31 How do *security holders sell part
of their entitlements through a
broker and accept for the balance?

$\hat{\mathcal{L}}$

How do *security holders dispose of 32 their entitlements (except by sale through a broker)?

33 +Despatch date



,,,,,,,,
------------------------------
********

,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
________
******

Part 3 - Ouotation of securities

You need only complete this section if you are applying for quotation of securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

  • If the +securities are +equity securities, the names of the 20 largest holders of the additional "securities, and the number and percentage of additional "securities held by those holders
  • If the *securities are *equity securities, a distribution schedule of the additional 36 *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000 100,001 and over A copy of any trust deed for the additional +securities $3\,7$

35

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

  • 38 Number of securities for which +quotation is sought
  • 39 Class of *securities for which quotation is sought
  • 40 Do the "securities rank equally in all respects from the date of allotment with an existing +class of quoted *securities?

If the additional securities do not rank equally, please state:

  • $\bullet$ the date from which they do
  • the extent to which they $\bullet$ participate for the next dividend, (in the case of a trust, distribution) or interest payment
  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
  • 41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

Number and "class of all "securities 42 luding the securities in clause 38)

Number + Class
TA $\lambda$ ) wellength the contract of the contract of $\lambda$
quoted on ASX (incl

$\pm$ See chapter 19 for defined terms.

Ouotation agreement

  • *Quotation of our additional *securities is in ASX's absolute discretion. ASX may Ŧ quote the *securities on any conditions it decides.
  • $\overline{2}$ We warrant the following to ASX.
  • The issue of the 'securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those *securities should not be granted *quotation.
  • An offer of the "securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any 'securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided at the time that we request that the *securities be quoted.
  • If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.

+ See chapter 19 for defined terms.

  • $\mathfrak{Z}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before "quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Date: 5 Reested 2004 (Company secretary)

Sign here:

Print name: Darren Pateman

$\frac{1}{\sqrt{1-\frac{1}{2}}}\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac{1}{\sqrt{1-\frac{1}{2}}}\right)\left(\frac$

$\langle$

+ See chapter 19 for defined terms.

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

Finbar International Limited

ABN 97 009 113 473

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

I +Class of $+$ securities issued or to be issued

Ordinary Fully Paid Shares

  • $\overline{2}$ Number of +securities issued or to be issued (if known) or maximum number which may be issued
  • Principal terms of the *securities (eg, 3 if options, exercise price and expiry date; if partly paid 'securities, the amount outstanding and due dates payment; if +convertible for securities, the conversion price and dates for conversion)

3,000,000 to 6,000,000.

Fully paid.

+ See chapter 19 for defined terms.

$\sim$

$\mathcal{A}$

$\mathcal{F}^{\mathcal{F}}$ $\sim$ $\sim$

4 Do the 'securities rank equally in all
respects from the date of allotment
with an existing "class of quoted
*securities?
If the additional securities do not
rank equally, please state:
the date from which they do
which
extent
to.
the
they
participate for the next dividend,
of
the
case
a
€in
trust.
distribution) or interest payment
the extent to which they do not
rank equally, other than
in
relation to the next dividend,
distribution or interest payment
Yes
5 Issue price or consideration \$0.38 issue price
6 Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
To strengthen balance sheet to provide working
capital to progress the Company's recently
announced acquisition in Carr Street West
Perth and to continue to actively pursue new
opportunities.
7 Dates of entering "securities into
uncertificated holdings or despatch
of certificates
27 January 2004
8 $\pm$ class
all
and
оf
Number
quoted
ASX
*securities
$-$ on
(including the securities in clause 2
if applicable)
Number
98,736,576 up to
101,736,576
+ Class
Ordinary Fully Paid

$\bar{z}$

+ See chapter 19 for defined terms.

Number + Class
Number and $\text{`class}$ of all $\vert 4,486,828 \vert$
*securities not quoted on ASX
(including the securities in clause 2)
if applicable)
Executive Options
Dividend policy (in the case of a $\vert$ Seek to provide balance between returns to
10. Dividend policy (in the case of a Seek to provide balance between returns to
trust, distribution policy) on the Shareholders and growth in underlying NTA
increased capital (interests) with approximate payout ratio of 60% of EPS.

Part 2 - Bonus issue or pro rata issue

$\overline{\phantom{a}}$

Ħ holder
approval $\vert$ No.
security
ls
required?
$12 \,$ Is the issue renounceable or non- Non-renounceable
renounceable?
13 be offered Ratio in which the 'securities will $\vert$ Up to \$5,000 worth of shares at \$0.38 cents
per share in either \$1,000, \$3,000 or \$5,000
lots.
14 + Class of + securities to which the Ordinary Fully Paid Shares
offer relates
15 determine
*Record
date
to.
entitlements
22 December 2004
16 Will holdings on different registers $\vert N/A \rangle$
(or subregisters) be aggregated for
calculating entitlements?
17 Policy for deciding entitlements in $\vert$ See 13.
relation to fractions
18 Names of countries in which the
entity has "security holders who will
not be sent new issue documents
All countries other than Australia and New
Zealand.
Note: Security holders must be told how their
entifiements are to be dealt with.
Cross reference: rule 7.7.
19 receipt
Closing
date
for
acceptances or renunciations
of $\vert$ 21 January 2005

+ See chapter 19 for defined terms.

Appendix 3B
New issue announcement

$\sim$

$\epsilon$

$\mathcal{O}(10^{-10})$ , $\mathcal{O}(10^{-10})$

$\sim$ $\sim$

20 Names of any underwriters Patersons Securities Limited
21 Amount of any underwriting fee or
commission
4% of the amount raised.
22 Names of any brokers to the issue Patersons Securities Limited
23. Fee or commission payable to the
broker to the issue
1% of the amount raised.
24 Amount of any handling fee payable
to brokers who lodge acceptances
on behalf of
renunciations
or
*security holders
Nil.
25 If the issue is contingent
$_{\rm{on}}$
*security holders' approval, the date
of the meeting
N/A
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
29 December 2004
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
N/A
28 Date rights trading will begin (if
applicable)
Immediately
29. Date rights trading will end (if 22 December 2004
applicable)
30 How do *security holders sell their
in full through
entitlements
а
broker?
Yes.
31 How do "security holders sell part
of their entitlements through a
broker and accept for the balance?
Yes.

+ See chapter 19 for defined terms.

32 How do *security holders dispose of their entitlements (except by sale through a broker)?

Through an off-market transfer of Australian Shares.

33 +Despatch date 29 December 2004

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

$10,001 - 100,000$ 100,001 and over

  • 35
  • If the +securities are +equity securities, the names of the 20 largest holders of the additional *securities, and the number and percentage of additional *securities held by those holders
  • If the "securities are +equity securities, a distribution schedule of the additional 36 *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$

37

A copy of any trust deed for the additional *securities

+ See chapter 19 for defined terms.

$\sim$

$\sim$ $\sim$ $\sim$

Entities that have ticked box 34(b)

$\sim$ $\sim$ .

  • Number of securities for which 38 +quotation is sought
  • 39 Class of *securities for which quotation is sought
  • Do the +securities rank equally in all 40 respects from the date of allotment with an existing *class of quoted *securities?

If the additional securities do not rank equally, please state:

  • the date from which they do
  • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
  • Reason for request for quotation 41 now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

Number and +class of all *securities 42 quoted on ASX (including the securities in clause 38)

,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
Number

+ Class
+ See chapter 19 for defined terms.
-- -- ------------------------------------- -- -- -- --

Quotation agreement

  • *Ouotation of our additional *securities is in ASX's absolute discretion. ASX may $\mathbf{1}$ quote the "securities on any conditions it decides.
  • We warrant the following to ASX. $\overline{2}$
  • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those *securities should not be granted *quotation.
  • An offer of the "securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any "securities to be quoted and that no-one has any right to return any *securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided at the time that we request that the "securities be quoted.
  • If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.

+ See chapter 19 for defined terms.

$\epsilon$

$\sim$ $\sim$ $\sim$

  • $\overline{\mathbf{3}}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • We give ASX the information and documents required by this form. If any $\overline{4}$ information or document not available now, will give it to ASX before 'quotation of the 'securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Date: 15 Deverled 2004 ......................................

Sign here:

(Company secretary)

Print name: Darren Pateman

$\overline{\text{constant}} = \overline{\text{mean}} = \overline{\text{mean}} = \overline{\text{mean}} = \overline{\text{mean}}$

+ See chapter 19 for defined terms.