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SPARC TECHNOLOGIES LIMITED — Capital/Financing Update 2008
May 19, 2008
65846_rns_2008-05-19_4bcc8460-e220-4096-8f0f-eb161bbc3618.pdf
Capital/Financing Update
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Newland Resources Ltd
ABN 13 009 092 068
Registered Office/Head Office: 129 Edward Street, Perth WA 6000, Australia Postal address: PO BOX 8475, Perth Business Centre, WA 6849, Australia Telephone (61 8) 9227 1186 Fax: (61 8) 9227 8178
London Representative Office: Ground Floor, 11 Albemarle Street, London W1S 4HH United Kingdom Telephone: (44 20) 7514 1490 Fax: (44 20) 7514 1481
19 May 2008
Manager Announcements Company Announcements Office ASX Limited 20 Bridge Street Sydney NSW 2000
Dear Sir,
ACQUISITION OF GEORGINA BASIN PROJECT FROM SUMMIT
Further to our announcement dated 11 April 2008, Newland Resources Ltd is pleased to announce that today the Company has completed acquisition of 100% interest in 16 granted tenements within the Georgina Basin Project. Acquisition of the remaining tenement which is still under application will be completed once that tenement has been granted. A schedule of tenements is attached.
Total consideration for the acquisitions comprises cash payments totalling $500,000, the issue of 1,200,000 fully paid shares in Newland Resources Ltd and a retained 2% net smelter royalty.
An Appendix 3B new issue announcement and application for quotation of the 1,200,000 shares allotted and issued today is attached together with notice under section 708A of the Corporations Act.
Newland has a geo technical team appointed to take over the management of the tenement package and will be opening a technical office within the next three weeks. The data will initially be assimilated, and work will begin on outlining the exploration programs as soon as the office and all computer systems are up and running. Due to the resurgent interest in phosphate deposits in the Georgina Basin environment, the programs that will be implemented will include phosphate as well as uranium and base metals.
Yours faithfully, for NEWLAND RESOURCES LTD
Lindsay A Colless Chairman

GEORGINA BASIN PROJECT – SCHEDULE OF TENEMENTS Granted tenements acquired 19 May 2008
EPM 14624 EPM 15744 EPM 15745 EPM 15746 EPM 15747 EPM 15748 EPM 15749 EPM 15750 EPM 15752 EPM 15753 EPM 15754 EPM 15755 EPM 15756 EPM 15757 EPM 15758 EPM 15759
Tenement applications
EPM 15751
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
NEWLAND RESOURCES LTD
ABN
13 009 092 068
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 be issued
Ordinary fully paid shares (NRL)
1,200,000
- 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
- 3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
As for existing ordinary fully paid shares
+ See chapter 19 for defined terms.
| 4 | Do the +securities rank equally in allrespects from the date of allotmentwith an existing +class of quoted+securities? | (NRL) | Yes, with existing ordinary fully paid shares | |
|---|---|---|---|---|
| If the additional securities do notrank equally, please state:•the date from which they do•theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment•the extent to which they do notrankequally,otherthaninrelation to the next dividend,distribution or interest payment | ||||
| 5 | Issue price or consideration | $0.15 per share | ||
| 6 | Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets) | GeorginaBasinQueensland (as announced on 11 April 2008) | Part consideration for acquisition of 100% of theProjectinnorthwest | |
| 7 | Dates of entering +securities intouncertificated holdings or despatchof certificates | 19 May 2008 | ||
| Number | +Class | |||
| 8 | +classNumberandofall+securitiesquotedonASX(including the securities in clause2 if applicable) | 164,977,571 | Ordinaryfullypaidshares (NRL) |
+ See chapter 19 for defined terms.
| 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 | ||
|---|---|---|---|
| 9 | +classNumberandofall+securities not quoted on ASX(including the securities in clause2 if applicable) | 8,188,878 | Directors/consultantsoptions exercisable at8 cents on or before 3July 2011 (NRLAI) |
No dividends have been paid by the company during this financial year and any dividends on the increased capital will depend on profits earned
Part 2 - Bonus issue or pro rata issue
| 11 | Issecurityholderapprovalrequired? | |
|---|---|---|
| 12 | Is the issue renounceable or nonrenounceable? | |
| 13 | Ratio in which the +securities willbe offered | |
| 14 | +Class of +securities to which theoffer relates | |
| 15 | +Recorddatetodetermineentitlements | |
| 16 | Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements? | |
| 17 | Policy for deciding entitlements inrelation to fractions | |
| 18 | Names of countries in which theentity has +security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7. | |
| 19 | Closingdateforreceiptofacceptances or renunciations | |
| 20 | Names of any underwriters | |
| 21 | Amount of any underwriting fee orcommission |
+ See chapter 19 for defined terms.
- 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)?
- 33 +Despatch date
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities

+ See chapter 19 for defined terms.
| 34 | Type of securities(tick one) |
|---|---|
| (a) | Securities described in Part 1 |
| (b) | All other securitiesExample: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employeeincentive 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 39 Class of +securities for which quotation is sought
+ See chapter 19 for defined terms.
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 | $+C$ lass |
|---|
| Number | +Class | ||
|---|---|---|---|
| 42 | Number and +class of all +securitiesquotedonASX(includingthesecurities in clause 38) | ||
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
+ See chapter 19 for defined terms.
- 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: | [signed] | Date: 19/05/2008 |
|---|---|---|
| (Director/Company secretary) |
Print name: Karen E V Brown.....................................
== == == == ==
+ See chapter 19 for defined terms.
Newland Resources Ltd
ABN 13 009 092 068
Registered Office/Head Office: 129 Edward Street, Perth WA 6000, Australia Postal address: PO BOX 8178, Perth Business Centre, WA 6849, Australia Telephone (61 8) 9227 1186 Fax: (61 8) 9227 8178
London Representative Office: Ground Floor, 11 Albemarle Street, London W1S 4HH United Kingdom Telephone: (44 20) 7514 1490 Fax: (44 20) 7514 1481
19 May 2008
Manager Announcements Company Announcements Office ASX Limited 20 Bridge Street Sydney NSW 2000
Dear Sir,
Notice under section 708A Corporations Act
As disclosed in an announcement to the ASX on 11 April 2008 Newland Resources Ltd ABN 13 078 118 653 (Newland) entered into a Sale and Purchase Agreement with Summit Resources (Aust) Pty Ltd ABN 98 009 188 078 (Summit) and Summit Resources Limited ABN 86 009 474 775.
In accordance with the Sale and Purchase Agreement, on 19 May 2008 Newland issued 1,200,000 ordinary fully paid shares to Summit (the Shares).
Newland gives notice under section 708A(5)(e) of the Corporations Act 2001 (Cth) (the Corporations Act) that:
-
- Newland issued the Shares without disclosure to investors under Part 6D.2 of the Corporations Act.
-
- As at the date of this announcement, Newland has complied with:
- (a) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and
- (b) section 674 of the Corporations Act.
-
- As at the date of this notice, there is no information that has been excluded from a continuous disclosure notice within the meaning of sections 708A(7) and 708A(8) Corporations Act, and that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
- (a) the assets and liabilities, financial position and performance, profits and losses and prospects of Newland; or
- (b) the rights and liabilities attaching to the Shares.
Yours faithfully, For NEWLAND RESOURCES LTD
Karen E V Brown Company Secretary
