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GATEWAY MINING LIMITED — Share Issue/Capital Change 2007
Sep 13, 2007
64999_rns_2007-09-13_e1586007-8db5-4583-b5fc-fda857ee3eea.pdf
Share Issue/Capital Change
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14 September 2007
Company Announcements Office ASX Limited
– Appendix 3B Issue of Shares, Exercise of Options and Issue of Options
Attached is an Appendix 3B New Issues Announcement relating to an Issue of shares to Gateway Mining Limited (ASX:GML) in accordance with the agreement to acquire a 70% interest in the Montague Gold Project and the issue of unlisted options to an employee of the company in accordance with the Employee Share Option Plan.
Guy Robertson Company Secretary WCP Resources Ltd
WCP Resources Ltd
www.wcpresources.com.au
ACN 002 664 495
Level 1, 161 Sussex Street Sydney NSW 2000 Australia
Ph: +61 2 9248 6900 Fax: +61 2 9262 1559 Email: [email protected]
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
14 September 2007
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, 24/10/2005.
Name of entity
WCP Resources Ltd
ABN 50 002 664 495
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).
| 1 +Class of+securities issued or to be issued 2 Number of+securities issued or to 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 for payment; if +convertible securities, the conversion price and dates for conversion) |
Ordinary shares |
|---|---|
| 1,958,251 ordinary shares 500,000 unlisted options issued. |
|
| Ordinary shares to be issued at a deemed price of 25.5 cents per share as settlement for interest in West Australia Gold Projects in accordance with agreement, and subject to escrow until 4 December 2007. The unlisted options have an exercise price of 20 cents and expire on 17 July 2012 |
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 2
| 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 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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and+class of all+securities quoted on ASX (_including_the securities in clause 2 if applicable) |
Yes | Yes |
|---|---|---|
| 25.5 cents per ordinary share | ||
| Ordinary shares to be issued to Gateway Mining Limited (ASX:GML) as part of an agreement to acquire an interest in West Australia Gold Projects. Options issued in accordance with Employee **Share Option Plan ** |
||
| 14 September 2007 | ||
| Number | +Class | |
| 217,599,725 4,000,000 1,000,000 112,246,208 |
Shares – code WCP Shares – subject to voluntary escrow (to 10 Oct 2007 or earlier date if certain events occur) Shares – subject to voluntary escrow (to 21 Feb 2008) Options with a 4 cent exercise price, expiry date 30 June 2010 |
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 3
| 9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Number | +Class |
|---|---|---|
| 6,250,000 1,958,251 3,000,000 6,125,000 500,000 3,100,000 |
Fully paid ordinary shares with same rights as quoted shares coded WCP. Subject to escrow (to 4 Dec 2007) Fully paid ordinary shares with same rights as quoted shares coded WCP. Subject to escrow (to 4 Dec 2007) Unquoted options with a 20 cent exercise price, expire 22 Nov 2011 Unquoted options with a 20 cent exercise price, expire 31 Dec 2008 Unquoted options with a 20 cent exercise price, expire 26 April 2012 Unquoted options with a 20 cent exercise price, expire 12 June 2012 |
|
| 500,000 | Unquoted options with a 20 cent exercise price, expire 17 July 2012 |
|
| Not applicable |
Part 2 - Bonus issue or pro rata issue
Questions 11 to 33
Questions 11 to 33 are not applicable
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 4
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
-
34 Type of securities
-
( tick one )
-
(a) Securities described in Part 1
-
(b) All other 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
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
36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +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
- 37 A copy of any trust deed for the additional[+] securities N/A
Entities that have ticked box 34(b)
Questions 38 to 42
Questions 38 to 42 are not applicable
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 5
Quotation agreement
-
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
-
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.
-
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.
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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.
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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.
-
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.
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Sign here: Date: 14 September 2007
Print name: Guy Robertson - Company Secretary
== == == == ==
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 6