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HAMMER METALS LIMITED Capital/Financing Update 2007

Sep 3, 2007

65065_rns_2007-09-03_c9994ae3-a6be-4774-8f8a-82260dad9dd6.pdf

Capital/Financing Update

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4 September 2007

The Manager ASX Limited (“ASX”) Company Announcements Office

Midas Resources Announces Share Purchase Plan

Midas Resources (ASX: MDS) is pleased to announce the commencement of a Share Purchase Plan (SPP) underwritten by Patersons Securities for A$1 million. The SPP entitles all shareholders registered as at 5:00pm (AWST) on Monday 3 September 2007 with an Australian address to subscribe for additional fully paid ordinary shares in the Company, without brokerage or other transaction costs.

Money raised under this SPP will be used to fund a drilling programme at the Company’s Bindah Prospect at Lake Carey, as announced to the market on 20 August 2007. The programme is looking for high-grade orebodies and the initial RC drilling undertaken by the Company, including a drill hole which contained 8m @ 10.5g/t Au, has confirmed the prospectivity of this area.

In addition to Bindah the Company is working up the Intrepid target at Lake Carey for drilling later in 2007 and evaluating drill targets at the Waitara copper-molybdenum prospect in Queensland.

All Directors intend to participate in the SPP for the maximum amount.

Midas shareholders who would like to participate in the SPP should read the Terms and Conditions attached and return the completed Application Form and appropriate application monies to Advanced Share Registry by no later than 5pm on 21 September 2007 .

Attached are all documents relating to the SPP to be issued by Australian Post to shareholders of Midas Resources this week. These documents will also include a standard application form.

Questions regarding the information contained in this announcement or associated documents should be directed to the undersigned on 08 9388 2211.

Yours faithfully

Geoff Balfe Managing Director

ASX CODE: MDS MDSOA

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4 September 2007

Dear Shareholder

UNDERWRITTEN SHARE PURCHASE PLAN

Midas Resources Limited (Company) is pleased to invite you to participate in the Share Purchase Plan (SPP) which is underwritten by Patersons Securities Limited for $1 million and entitles all shareholders registered as at 5.00pm (Perth time) on 3 September 2007 with an address in Australia ( Eligible Shareholders ) to subscribe for additional fully paid ordinary shares in the Company, without brokerage or other transaction costs, by selecting one of the options listed below.

Options Available to Shareholders:

Shareholders who wish to participate will be able to select one of the following options:

Offer A Amount payable: A$1,000
Offer B Amount payable: A$2,000
OfferC Amount payable: A$3,000
Offer D Amount payable: A$4,000
Offer E Amount payable: A$5,000

The maximum amount of $5,000 applies to all eligible shareholders regardless of the size of their current shareholding.

Issue Price

The subscription price for shares offered under the SPP will be set on the Allotment Date and will be calculated as 80% of the volume weighted average sale price of Midas shares sold on the ASX during the five days on which sales of Midas shares occurred prior to the Allotment Date.

As such, the price at which you will subscribe for shares will be at a 20% discount to the volume weighted average price for 5 days prior to the allotment. The number of shares to be issued under the SPP will also be determined on the Allotment Date.

Key dates*

The offer pursuant to the SPP opens on 7 September 2007 and closes at 5pm (Perth time) on 21 September 2007 .

Event Date
Record Date fordetermining the eligibility to participateinthe SPP 5pm (WST) 3 September 2007
Opening Date for the SPP 7 September 2007
Closing Date for the SPP 5 pm (WST) 21 September 2007
Allotment Date to determine theIssuePrice andissue shares 28 September 2007
Quotation Date ofshares underthe SPP 1 October 2007

* These dates are indicative only. The Company in consultation with the Underwriter may vary the dates without notice.

Participation in the SPP is entirely at your option and is subject to the Terms and Conditions enclosed. The Directors may, in their absolute discretion, reject or scale-back any application. If the Company rejects or scales-back an application or purported application, the Company will promptly return to the Shareholder, the relevant application monies, without interest.

ASX CODE: MDS MDSOA

Additional Information

Details of the Company’s current activities were included in the Quarterly Activities Report released on 30 July 2007 and are set out in the announcements made by the Company to ASX which are available on the ASX and the Company’s websites.

Money raised under this SPP will be used to fund a drilling programme at the Company’s Bindah Prospect at Lake Carey, as announced to the market on 20 August 2007. The programme is looking for high-grade orebodies and the initial RC drilling undertaken by the Company, including a drill hole which contained 8m @ 10.5g/t Au, has confirmed the prospectivity of this area.

In addition to Bindah the Company is working up the Intrepid target at Lake Carey for drilling later in 2007 and evaluating drill targets at the Waitara copper-molybdenum prospect in Queensland.

All Directors intend to participate in the SPP for the maximum amount (i.e. in respect of Offer E).

If you would like to participate in the SPP, please read the Terms and Conditions enclosed and return your completed Application Form, together with your cheque for the application monies, so that they are received by Advanced Share Registry by no later than 5pm on 21 September 2007 .

Should you wish to discuss any information contained in this letter further, do not hesitate to contact the undersigned on 08 9388 2211.

Yours faithfully

GEOFF BALFE MANAGING DIRECTOR

ASX CODE: MDS MDSOA

SHARE PURCHASE PLAN

Pursuant to the Midas Resources Limited ( Company ) Share Purchase Plan ( SPP ), the Company offers Eligible Shareholders the ability to acquire a parcel of fully paid ordinary shares worth either $1000, $2000, $3000, $4000 or $5000 in the Company at a price set on the Allotment Date and calculated as 80% of the volume weighted average sale price of Midas shares sold on the ASX during the five days on which sales of Midas shares occurred prior to the Allotment Date ( Offer ).

Please carefully read the full Terms and Conditions relating to the Offer and the terms below, as you will be bound by them .

TERMS AND CONDITIONS

1. Opening and closing date of the Offer

The Offer opens on 7 September 2007. The offer closes at 5:00pm (Perth time) on 21 September 2007.

2. Eligibility

You are eligible to participate in the SPP only if you were a holder of fully paid ordinary shares in the Company ( Shares ) at 5:00pm (Perth time) on 3 September 2007 ( Record Date ) with a registered address in Australia. The Company’s Board has determined that it is not practical for holders of Shares resident, or with registered addresses, in other jurisdictions to participate in the SPP. Each offer to eligible shareholders is made on the same terms and conditions. The offer is non-renounceable (i.e. you may not transfer your right to apply for SPP Shares to anyone else.)

3. Issue Price

The subscription price for shares offered under the SPP will be set on the Allotment Date and will be calculated as 80% of the volume weighted average sale price of Midas shares sold on the ASX during the five days on which sales of Midas shares occurred prior to the Allotment Date ( SPP Price ).

As such, the price at which you will subscribe for shares will be at a 20% discount to the volume weighted average price for 5 days prior to the allotment.

You should note that the market price of Shares may rise or fall between the date of this offer and the date when the SPP Shares are issued to you. Accordingly, you should seek your own financial advice in relation to this Offer.

4. Rights Attaching to Shares

All SPP Shares once issued will rank equally with existing Shares.

5. No Transaction Costs

No brokerage, commissions or other transaction costs are payable by shareholders in respect of the acquisition of SPP Shares.

6. Anticipated Issue and Quotation Dates

The SPP Shares are expected to be issued and quoted on the ASX on or around 1 October 2007. As soon as practicable after that date, you will then receive a holding statement confirming the number of Shares that have been issued to you.

7. Number of SPP Shares Offered

If you are eligible to apply for shares under the SPP, you may select one of the following offers:

Offer A Amount payable: $1000
Offer B Amount payable: $2000
Offer C Amount payable: $3000
Offer D Amount payable: $4000
Offer E Amount payable: $5000

8. Maximum Applications

The Offer under the SPP needs to comply with the requirements of ASIC Class Order 02/831. Under those requirements, the maximum amount that can be applied for is $5000 irrespective of how many Shares you hold on the Record Date.

This limit also applies to you even if you receive more than one offer from the Company (for example, if you are both a sole and joint eligible shareholder, or if you are a shareholder with more than one holding under a separate account, you can only apply for SPP Shares once). To the extent that you hold Shares on behalf of another person resident outside Australia, it is your responsibility to ensure that any acceptance is in compliance with all applicable foreign laws.

To the extent that you hold Shares on behalf of another person (either as a trustee, nominee or custodian ( Beneficiary), the Beneficiary is

entitled to participate in the SPP only if:

  • in the case of a trustee or nominee, you are expressly noted on the register of members as holding Shares on behalf of the Beneficiary; or

  • in the case of a custodian, you confirm to Advanced Share Registry Services in writing before 5pm on 21 September 2007 that you are the registered holder of Shares held on trust for the Beneficiary and any Shares which are issued to you under the SPP as nominee for the Beneficiary who applies for Shares under the SPP will be allocated to that Beneficiary.

The Company reserves the right to reject any application for SPP Shares to the extent it considers that the application (whether alone or in conjunction with other applications) does not comply with these requirements.

The Company may, in its absolute discretion reject or issue a lesser number of Shares to you than you applied for. If the Company rejects or scales-back an application or purported application, the Company will promptly return to the Shareholder, the relevant application monies, without interest.

9. Underwriting

The SPP is underwritten for $1,000,000 by Patersons Securities Limited.

ASX CODE: MDS MDSOA

10. Participation Optional

Participation in the SPP is entirely at your option. If you are in any doubt as to whether you should participate in the SPP or how such participation will affect you (including taxation implications), you should contact a professional adviser. The Company and the Board make no recommendations as to the desirability or otherwise of your participation in the SPP.

11. Change of Offer

The Company may change, suspend or terminate the SPP or these Terms and Conditions at any time whether because of a change of law, ASIC requirements or policy or any other circumstance relevant to the SPP or the Company. If the Company does this, it will post a notice on the Company’s website. Failure to notify shareholders of changes to, suspension or termination of the SPP or these Terms and Conditions will not invalidate the change, suspension or termination. The Company reserves the right to issue no SPP Shares or fewer SPP Shares than an eligible shareholder applies for under the SPP if the Company believes the issue of those SPP Shares would contravene ASIC requirements or policy, any law or any ASX Listing Rule. No interest will be paid on any money refunded. The Company’s rights to change, suspend or terminate the SPP may be exercised by the Board or any delegate of the Board.

12. Dispute Resolution

The Company may settle any dispute in relation to the SPP or the terms and conditions of the SPP in any manner it thinks fit, whether generally or in relation to any shareholder, applications or Shares. The Company’s decision will be conclusive and binding.

13. How to Apply for SPP Shares If you would like to apply for SPP Shares, you must:

  • Complete the enclosed Application Form and detach;

  • Prepare a cheque for the appropriate amount, in Australian dollars, payable to “ Midas Resources Limited – Application Funds Account crossed Not Negotiable ”; and

  • Send the Application Form and cheque to Midas Resources Limited

  • c/- Advanced Share Registry Services 110 Stirling Highway, Nedlands, WA 6009 PO Box 1156, Nedlands, WA 6909 .

Applications must be received by 5:00pm (Perth time) on 21 September 2007 . Applications received after that time may not be accepted.

By completing an Application Form you agree to be bound by these terms and conditions and the Company’s constitution. Applications and payments may not be withdrawn once the Company has received them. Application money will not bear interest as against the Company under any circumstances.

14. Enquiries

If you have any questions in respect of the SPP, please contact Advanced Share Registry Services by email on [email protected] or by phone on 08 9389 8033 (within Australia) or +61 8 9389 8033 (outside Australia).

ASX CODE: MDS MDSOA