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POINTERRA LIMITED Capital/Financing Update 2011

Nov 27, 2011

64255_rns_2011-11-27_a38e284a-3cd2-4f94-a436-e9c5ab10db9b.pdf

Capital/Financing Update

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ASX:SOI

29 November 2011

Submit by fax or electronically

Company Announcements Office ASX Limited Exchange Plaza 2 The Esplanade Perth, WA. 6000

Dear Sir/Madam,

SOIL SUB TECHNOLOGIES LIMITED (ASX: SOI) – CAPITAL RAISING

Pursuant to the Company’s announcement on 13 September 2011 and shareholder approval at the Annual General Meeting, the Company will issue 12,500,000 Shares at an issue price of $0.005 and 67,500,000 free attaching unlisted options exercisable at 1.5 cents on or before 31 December 2015 (Options).

Please refer to the attached Appendix 3B.

The Company gives this notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) (“ Act ”) and advises that the Shares were issued without disclosure to investors under Part 6D.2 of the Act. The Company, as at the date of this notice, has complied with:

  • (a) the provisions of Chapter 2M of the Act as they apply to the Company; and (b) section 674 of the Act.

As at the date of this notice there is no information that is excluded information for the purposes of sections 708A(7) and (8) of the Act.

Yours Sincerely

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Keong Chan Director & Company Secretary

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

Soil Sub Technologies Limited ABN 39 078 388 155

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 Fully Paid Ordinary Shares (Shares) be issued 2 Number of[+] securities issued or a) 12,500,000 Shares to be issued (if known) or b) 67,500,000 Options maximum number which may be issued 3 Principal terms of the[+] securities (eg, if options, exercise price and a) 12,500,000 Shares; and expiry date; if partly paid b) 67,500,000 Options to acquire Shares +securities, the amount exercisable at 1.5 cents on or before outstanding and due dates for 31 December 2015. payment; if +convertible securities, the conversion price and dates for conversion)

  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in Yes 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 a)$0.005 b) Nil – free attaching 6 Purpose of the issue Working Capital (If issued as consideration for the acquisition of assets, clearly identify those assets)

7 Dates of entering +securities 29 November 2011 into uncertificated holdings or despatch of certificates Number + Class 8 Number and +class of all 435,412,896 Fully Paid Ordinary +securities quoted on ASX Shares ( including the securities in clause 2 if applicable)

  • See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 3

Appendix 3B New issue announcement

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
67,500,000 Options exercisable at
1.5 cents on or before
31 December 2015.
No dividends payable

Part 2 - Bonus issue or pro rata issue

11 Is
security
holder
approval
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
  • See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 4

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 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?
  • See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 5

Appendix 3B New issue announcement

  • 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

  • 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

  • See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 6

Appendix 3B New issue announcement

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

  • See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 7

Appendix 3B New issue announcement

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.

  • 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: 29 November 2011.............. (Director/Company secretary)

Print name: ........Keong Chan..............