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SANDFIRE RESOURCES LIMITED — Capital/Financing Update 2011
Apr 26, 2011
65773_rns_2011-04-26_2ed67dff-dfb4-48ab-aa34-e021cff502b8.pdf
Capital/Financing Update
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ACN 123 511 017
27 April 2011
ASX Limited (Perth office) Exchange Plaza 2 The Esplanade PERTH WA 6000 By E-Lodgement
UPDATE ON ACQUISITION OF CHILEAN COPPER PROJECTS
Whinnen Resources Limited (ASX: WWW) ( Whinnen or the Company ) announced to the ASX on 8 March 2011 a proposed cornerstone transaction with Sandfire Resources NL (ASX: SFR) ( Sandfire ) and the acquisition of Chilean copper/ gold projects through the acquisition of 100% of Mystic Sands Pty Ltd ( Mystic Sands ) (the Proposed Acquisition ).
Mystic Sands holds a number of highly prospective exploration projects located in the mining region of Atacama in Chile.
Following a rigorous due diligence process both Whinnen and Mystic Sands have agreed to revised terms for the consideration payable for the Proposed Acquisition, the revised terms offered to Mystic Sands shareholders are as follows:
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35 million new fully paid ordinary shares in Whinnen ( Shares );
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an additional 5 million Shares deferred until the issue of all the constitutive awards for the Project Amigo mining claims or if there is a successful change of control transaction with Whinnen both conditions subject to a maximum period of 2 years whereby the deferred Shares will expire after this time (collectively the Revised Proposed Consideration ); and
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8 million options with an exercise price of A$0.20 per share and an expiry date of 30 April 2014 to the Mystic Sands shareholders ( Proposed Option Consideration ).
The original consideration proposed to the Mystic Sands shareholders was 40 million Shares. There has been no change to the Proposed Option Consideration.
Update to the indicative timetable
As a result of the additional time required to undertake the due diligence investigations on Mystic Sands, the Company now intends to dispatch a Notice of Meeting containing an Explanatory Memorandum in relation to the proposed transaction (as detailed in the announcement on 8 March 2011) as amended by the Revised Proposed Consideration ( Revised Proposed Transaction ) in mid May 2011.
It is intended that settlement of the Revised Proposed Transaction will occur following shareholder approval at a general meeting of shareholders expected to be held in mid June 2011.
ACN 123 511 017
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It remains the view of the Directors that the acquisition of Mystic Sands and the introduction of Sandfire as a cornerstone investor are exciting opportunities for the Company and would provide shareholders the opportunity to participate in a significant exploration programme within a highly prospective copper / gold province.
Yours sincerely
Nathan McMahon Chairman
Disclaimer : This announcement contains certain forward-looking statements. The words 'anticipate', 'believe', 'expect', 'project', 'forecast', 'estimate', 'likely', 'intend', 'should', 'could', 'may', 'target', 'plan' and other similar expressions are intended to identify forward-looking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors, many of which are beyond the control of Whinnen, and its officers, employees, agents and associates, that may cause actual results to differ materially from those expressed or implied in such statements. Actual results, performance or outcomes may differ materially from any projections and forward-looking statements and the assumptions on which those assumptions are based. You should not place undue reliance on forward-looking statements and neither Whinnen nor any of its directors, employees, servants, advisers or agents assume any obligation to update such information. This document has been prepared by Whinnen. No party other than Whinnen has authorised or caused the issue of this document, or takes responsibility for, or makes any statements, representations or undertakings in this document. Sandfire and its related bodies corporate, directors, employees, servants or agents (Affiliates) make no representation or warranty, expressed or implied, as to the accuracy or completeness of this document. Except for any liability which cannot be excluded by law, Sandfire and its Affiliates expressly disclaim and accept no responsibility or liability (including liability for negligence) for the contents of this document.