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GREENWING RESOURCES LTD Capital/Financing Update 2010

Sep 29, 2010

65029_rns_2010-09-29_2e0e8824-6c70-46ac-a398-22c380d68a4e.pdf

Capital/Financing Update

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Appendix 3B New issue announcement

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, 24/10/2005.

Name of entity

Bass Metals Ltd

ABN

31 109 933 995

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 Unlisted options be issued

  • 2 Number of[+] securities issued or to 1. 3,000,000 unlisted options. be issued (if known) or maximum number which may be issued 2. 1,260,000 unlisted options.

  • 3 Principal terms of the +securities 1. Unlisted options, exercisable at 22.8c, (eg, if options, exercise price and expiring on 22/9/13. expiry date; if partly paid +securities, the amount 2. Unlisted options, exercisable at 22c,

  • outstanding and due dates for expiring on 5/7/13.

  • payment; if +convertible securities, the conversion price and dates for conversion)

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

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
1. No – unlisted options. Shares issued on
exercise of the options will rank equally
with existing quoted fully paid ordinary
shares.
2. No – unlisted options. Shares issued on
exercise of the options will rank equally
with existing quoted fully paid ordinary
shares.
1. Nil.
2. Nil.
1. Issue of options pursuant to a condition
of the project financing agreements entered
into between the Company and RMB
Resources Ltd as announced to ASX on 27
April 2010 and 28 September 2010.
2. Issue of options to various employees
under the BSM Employee Share Option Plan
approved by shareholders on 27 November
2007.
1. 22 September 2010.
2. 29 September 2010.
  • See chapter 19 for defined terms.

Appendix 3B Page 2

24/10/2005

Appendix 3B New issue announcement

8 Number and +class of all +securities quoted on ASX ( including the securities in clause 2 if applicable)

9 Number and +class of all +securities not quoted on ASX ( including the securities in clause 2 if applicable)

Number ~~+~~Class
170,505,386 Ordinary shares. (Code:
BSM)
Note: 4,176,939 Options
exercisable at 40 cents
each lasped on 30 April
2010. (Code: BSMOA)
Number ~~+~~Class
1,375,000
225,000
425,000
250,000
1,275,000
100,000
100,000
300,000
300,000
300,000
950,000
3,000,000
1,260,000
Options
exercisable
at
27.5 cents and expiring 22
December 2011.
Options
exercisable
at
37.5 cents and expiring 31
December 2011.
Options exercisable at 51
cents and expiring 31
December 2012.
Options
exercisable
at
37.5 cents and expiring 2
November 2011.
Options exercisable at
$0.425 on or before 16
October 2012.
Options exercisable at
$0.25 on or before 1
September 2013.
Options exercisable at
$0.35 on or before 1
September 2013.
Options exercisable at
$0.26 on or before 31
December 2012.
Options exercisable at
$0.285 on or before 31
December 2012.
Options exercisable at
$0.305 on or before 31
December 2012.
Options
exercisable
at
$0.30 on or before 31
December 2012.
Options
exercisable
at
$0.228 on or before 22
September 2013.
Options
exercisable
at
$0.22 on or before 5 July
2013.

Note: 125,000 Options exercisable at 37.5 cents and expiring 31 December 2011, 100,000 Options exercisable at 51 cents and expiring 31 December 2012 and 180,000 Options exercisable at $0.425 on or before 16 October 2012 have lapsed pursuant to the terms of the BSM Employee Share Option Plan.

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

Appendix 3B New issue announcement

10 Dividend policy (in the case of a NA trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval N/A 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 +Record date to determine 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 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission

  • See chapter 19 for defined terms.

Appendix 3B Page 4

24/10/2005

Appendix 3B New issue announcement

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 or renunciations on
behalf of+security holders
25 If the issue is contingent 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 entitlements_in full_through
a broker?
31 How do+security holders sell
part
of
their
entitlements
through a broker and accept for
the balance?
32 How
do
+security
holders
dispose of their entitlements
(except
by
sale
through
a
broker)?
  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 5

Appendix 3B New issue announcement

33 +Despatch date

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

Entities that have ticked box 34(b)

38 Number of securities for which NA +quotation is sought 39 Class of +securities for which quotation is sought

  • See chapter 19 for defined terms.

Appendix 3B Page 6

24/10/2005

Appendix 3B New issue announcement

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:

  • 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

  • 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)

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

Number +Class

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.

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7

Appendix 3B New issue announcement

  • 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.

  • 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.

  • 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.

Sign here: ........ ........ Date: 30 September 2010 ~~(Director/~~ Company secretary)

Print name: Susan Hunter

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 8

24/10/2005