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IRON BEAR RESOURCES LTD — Board/Management Information 2010
Sep 12, 2010
65091_rns_2010-09-12_e62c46a4-30bc-46af-85fd-13e874fffd73.pdf
Board/Management Information
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ASX ANNOUNCEMENT
13 September 2010
Chameleon confirms Cape Lambert appointees to the board and completes \$2.5 million placement
The board of Chameleon Mining NL [ASX Code: CHM] today confirmed the appointments of Antony Sage, Jason Bontempo and Paul Kelly as directors of the Company.
The new board members were nominated by Cape Lambert Resources Ltd in accordance with the strategic alliance between the parties, announced on August 10, 2010.
Further to that announcement, the Placement shares have now been allotted to the respective nominees of - Cape Lambert Resources Ltd, Antony Sage and Jason Bontempo.
Use of Proceeds
The proceeds of the Placement will be used to supplement Chameleon's working capital, its exploration activities, and its administrative and corporate commitments.
Director Biographies
A brief corporate biography for each of the appointees is set out below.
| Antony William Paul Sage BCom, FCPA, CA, FTIA |
Mr Sage has in excess of 26 years experience in the fields of corporate advisory services, funds management and capital raising. He has, for the last 14 years, been involved in the management and financing of listed exploration mining companies all over the world. |
|---|---|
| Mr Sage is, or has been, a director of the following ASX listed entities; Cape Lambert Resources Limited, Fe Ltd, International Goldfields Limited, Global Iron Limited, Corvette Resources Limited, Cauldron Energy Limited, and Tianshan Goldfields Limited. |
Level 14 Goldflehis House One Affred Street Sydney NSW 2000
Tel (612) 8226 3300
Fax (612) 8226 3305 $\infty$
$\langle g_{\rm{eff}} \rangle$ $\mathcal{U}^{\pm}$ www.chmnl.com
$\circ$ correspondence GPO Box R305 – Royal Exchange NSW 1226
$\bar{z}$
| Jason Bontempo BCom CA |
Mr Bontempo is currently the managing director of Corvette Resources Ltd, an ASX listed Australian focused gold explorer. Mr. Bontempo holds 13 years experience in mineral resources corporate finance, investment banking and corporate advisory experience after qualifying as a chartered accountant with Ernst & Young in 1997. Mr. Bontempo is also a director of ASX listed Stirling Minerals Limited. |
|---|---|
| Paul Kelly | Mr Kelly brings more than 20 years worth of experience in the fields of finance, investment and banking to the Board He is currently a non-executive Chairman of DMC Mining Limited (ASX:DMM) and a non-executive director of Australian iron ore explorer, Fe Limited (ASX: FEL) and is the Chief Executive Officer of the Perth Glory Football Club. He is also a director of not-for-profit organisation, Football West Limited. |
| Mr Kelly is the former non-executive Chairman of Tianshan Goldfields Limited and was previously employed by Members Equity Bank as National Manager of Advertising and Sponsorship and held a number of senior roles within the bank over a 15-year period. |
These appointments will enhance the Chameleon Board by adding greater mining expertise and management.
Mr James Arkoudis (Company Secretary) has also been appointed as an alternate director for Mr Ahmed Hassan.
$-$ END $-$
For more information contact:
Helen McCombie Citadel 02 9290 3033
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
Chameleon Mining NL
ABN
| 17 098 773 785 |
|---|
| ---------------- |
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).
+Class of +securities issued or to $\mathbf{1}$ be issued
Fully Paid Ordinary Shares
- Number of +securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued
- Principal terms of the +securities $\overline{\mathbf{3}}$ (eg, if options, exercise price and expiry date; if partly paid *securities. the amount outstanding and due dates for *convertible if payment; securities, the conversion price and dates for conversion)
166,666,667 *
Fully Paid Ordinary Shares issued pursuant to placement* announced on 10 August 2010.
The placement includes an additional three for five option exercisable at 1.5c on or before 31 Dec 2012 ('Placement Options'). The issue of the 100,000,000 Placement Options, in accordance with ASX Listing Rule 7.1.5, is conditional on shareholder approval which will be sought the Company's next at shareholder's meeting.
| 4 | Do the securities rank equally in all respects from the date of allotment with an existing class of quoted + securities? |
Yes | |
|---|---|---|---|
| If the additional securities do not rank equally, please state: the date from which they do the extent to which they for participate the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do ٠ not rank equally, other than in relation to the next dividend, distribution interest Or payment |
|||
| 5 | Issue price or consideration | Issue price 1.5c per share | |
| Aggregate consideration for 166,666,667 fully paid shares being \$2,500,000.00 |
|||
| 6 | Purpose of the issue (If issued as consideration for the acquisition $\circ$ f clearly assets, identify those assets) |
Shares issued announced on 10 August 2010. |
pursuant to placement |
| 7 | Dates of entering + securities into uncertificated holdings or despatch of certificates |
13 September 2010 | |
| Number | + Class | ||
| 8 | Number and + class of all quoted on ASX + securities (including the securities in clause 2 if applicable) |
1,439,688,827 | Fully Paid Ordinary Shares |
$\bar{z}$
+ See chapter 19 for defined terms.
9
| Number | + Class | |
|---|---|---|
| Number and "class - of all *securities not quoted on ASX (including the securities in clause 2 if applicable) |
298,450,000 | Options exercisable at 0.4 cents each on or before 31 December 2010 |
| 4,000,000 | Options exercisable at 15 cents each on or before 31 December 2010 |
|
| 10,000,000 | Options exercisable at 3.5 cents each on or before 31 December 2010 |
|
| 20,000,000 | Options exercisable at 1 cent each on or before 31 December 2010 |
$Dividend policy (in the case of a
trust, distribution policy) on the
$$
\
$$$ $\mathbf{10}$ increased capital (interests)
| ---------------------------------- ---- |
||
|---|---|---|
Part 2 - Bonus issue or pro rata issue
| 11 | holder security approval Is. 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 to entitlements |
$\mathcal{L}_{\mathcal{L}}$
| 16 | Will holdings different on registers (or subregisters) be calculating aggregated for 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 οf acceptances or renunciations |
|
| 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 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 |
|
$\sim$
+ See chapter 19 for defined terms.
- $27$ If the entity has issued options, and the terms entitle option participate on holders to exercise, the date on which notices will be sent to option holders
- 28 Date rights trading will begin (if applicable)
- Date rights trading will end (if 29 applicable)
- How do +security holders sell 30 their entitlements in full through a broker?
- How do +security holders sell 31 part of their entitlements through a broker and accept for the balance?
- How do +security holders dispose 32 of their entitlements (except by sale through a broker)?
- 4Despatch date 33
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
- Type of securities 34 (tick one)
- Securities described in Part 1 $\checkmark$
- $(b)$
$(a)$
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 +quotation is sought
- Class of +securities for which 39 quotation is sought
- Do the +securities rank equally in 40 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 e relation to distributic payment
| equally, other than in- | |||
|---|---|---|---|
| o the next dividend, | |||
| ונכ | OF - | interest | |
+ See chapter 19 for defined terms.
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)

$42$ Number and +class of all *securities quoted on ASX (including the securities in clause $38)$
| Number | + Class |
|---|---|
| ,,,,,,,,,,,,,,,,,,,,,, |
Quotation agreement
- $\mathbf{I}$ +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
- We warrant the following to ASX. $\overline{a}$
- 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.
- 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.
- We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{\mathbf{3}}$ 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.
(Director)
Date: $13/9/10$
Sign here:
ANTHONY KARAM
Print name:
+ See chapter 19 for defined terms.