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STRIKE RESOURCES LIMITED Share Issue/Capital Change 2013

Jun 17, 2013

65855_rns_2013-06-17_b72e4c59-72fd-4e95-9329-1708b68ed097.pdf

Share Issue/Capital Change

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18 June 2013

Company Announcements Office Australian Securities Exchange Limited Electronic Lodgement system

Dear Sir/Madam

Appendix 3B – Grant of Options and Cancellation of Options

The Directors of Strike Resources Limited are pleased to announce the granting of options to Managing Director, William Johnson, as approved at a General Meeting of shareholders today.

The Directors also advise that they have resolved to cancel 750,000 options at varying exercise prices expiring 23 November 2016 (Options) for no consideration and with immediate effect. With effect on and from cancellation of these Options, the holder will not have any rights, benefits, liabilities or obligations in respect of the Options.

Yours faithfully

Amanda Wilton-Heald Company Secretary

ABOUT STRIKE:

Strike Resources is an ASX listed iron ore project developer, focused on the high grade Apurimac magnetite project in Peru.

Apurimac is 100% owned by Strike and has the potential to support the establishment of a 15-20 Mtpa iron ore operation, based on some of the highest magnetite grades in the world.

In the near term, Strike intends to expand the resource base at Apurimac significantly.

Alongside Apurimac, Strike holds the Cusco Iron Ore Project, and an interest in the Cerro Ccopane project, both of which are also magnetite projects in Peru.

Strike is well funded to meet its objectives, with significant cash in hand to progress the Apurimac project.

Strike Resources Limited (ABN 94 088 488 724)

Registered Office: Level 45, 108 St Georges Terrace, Perth Western Australia 6000 web: www.strikeresources.com.au email: [email protected]

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Strike Resources Limited

ABN

94 088 488 724

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

$0.30 Options exercisable on or before 17 June 2018

  • 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
  • 3 Principal terms of the +securities (e.g. 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)

3,000,000 $0.30 Options exercisable on or before 17 June 2018

$0.30 Options exercisable on or before 17 June 2018

4 Do the +securities rank equallyin all respects from the +issuedate with an existing +class ofquoted +securities?If the additional +securities donot rank equally, please state:•the date from which they do•the extent to which theyparticipateforthenextdividend, (in the case of atrust,distribution)orinterest payment•the extent to which they donot rank equally, other thaninrelationtothenextdividend,distributionorinterest payment No – Upon exercise of the options into fullypaid ordinary shares, the allotted and issuedshares will rank equally in all respects withan existing class of quoted securities. Theoptiondoesnot entitle theholdertoparticipate in the next interest or dividendpayment.
5 Issue price or consideration $Nil
6 Purpose of the issue(If issued as consideration forthe acquisition of assets, clearlyidentify those assets) Grant of options as approved at the generalmeeting of shareholders on 18 June 2013.
6a Is the entity an +eligible entitythathasobtainedsecurityholder approval under rule 7.1A?If Yes, complete sections 6b – 6hin relation to the +securities thesubject of this Appendix 3B, andcomply with section 6i No
6b Thedate the security holderresolution under rule 7.1A waspassed N/A
6c Number of +securities issuedwithout security holder approvalunder rule 7.1 N/A
6d Number of +securities issuedwith security holder approvalunder rule 7.1A N/A

+ See chapter 19 for defined terms.

  • 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
  • 6f Number of + securities issued under an exception in rule 7.2
  • 6g If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation.
  • 6h If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
  • 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements
  • 7 + Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

N/A

N/A

N/A

Refer Annexure A

18 June 2013

N/A

Number +Class
8 +classNumberandofall+securitiesquotedonASX+(includingthesecuritiesinsection 2 if applicable) 145,334,268 Ordinary fully paidshares
9 +classNumberandofall+securities not quoted on ASX+securities(includingtheinsection 2 if applicable) 1,166,666 $0.36 Optionsexercisable on orbefore 23 November2016
1,166,666 $0.42 Optionsexercisable on orbefore 23 November2016
1,166,668 $0.56 Optionsexercisable on orbefore 23 November2016
3,000,000 $0.30 Optionsexercisable on orbefore 17 June 2018

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

N/A

Part 2 - Pro rata issue

11 Issecurityholderapprovalrequired?
12 Is the issue renounceable or nonrenounceable?
13 Ratio in which the +securitieswill be offered
14 +Class of +securities to which theoffer relates
15 +Recorddatetodetermineentitlements

+ See chapter 19 for defined terms.

16 Willholdingsondifferentregisters(orsubregisters)beaggregatedforcalculatingentitlements?
17 Policy for deciding entitlementsin relation to fractions
18 Names of countries in which theentity has security holders whowillnotbesentnewofferdocumentsNote: 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 feeor commission
22 Names of any brokers to theissue
23 Fee or commission payable tothe broker to the issue
24 Amount of any handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of security holders
25 If the issue is contingent onsecurity holders' approval, thedate of the meeting
26 Date entitlement and acceptanceform and offer documents will besent to persons entitled
27 If the entity has issued options,and the terms entitle optionholderstoparticipateonexercise,thedateonwhichnotices will be sent to optionholders
28 Date rights trading will begin (ifapplicable)
29 Date rights trading will end (ifapplicable)
30 How do security holders selltheir entitlements in full througha broker?
31 How do security holders sell partof their entitlements through abrokerandacceptforthebalance?
32 How do security holders disposeof their entitlements (except bysale through a broker)?
33 +Issue 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

+ See chapter 19 for defined terms.

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 whichquotation is sought
40 Do the +securities rank equally inall respects from the +issue datewith an existing +class of quoted+securities?
If the additional +securities donot rank equally, please state:•the date from which they do•theextenttowhichtheyparticipateforthenextdividend, (in the case of atrust, distribution) or interestpayment•the extent to which they donot rank equally, other than inrelation to the next dividend,distributionorinterestpayment

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)

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

Number +Class

+ See chapter 19 for defined terms.

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 is not available now, we 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: 18 June 2013

(Director)

Print name: William Johnson

== == == == ==

+ See chapter 19 for defined terms.

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate "A", the base figure from which the placementcapacity is calculated
Insert number of fully paid +ordinarysecurities on issue 12 months before the+issue date or date of agreement to issue 142,534,268
Add the following:
Number of fully paid +ordinary securities•issued in that 12 month period under anexception in rule 7.2 0
Number of fully paid +ordinary securities•issued in that 12 month period withshareholder approval 0
Number of partly paid +ordinary•securities that became fully paid in that12 month period 0
Note:•Include only ordinary securities here –other classes of equity securities cannotbe added•Include here (if applicable) the securitiesthe subject of the Appendix 3B to whichthis form is annexed•It may be useful to set out issues ofsecurities on different dates as separateline items
Subtract the number of fully paid +ordinarysecurities cancelled during that 12 monthperiod 0
"A" 142,534,268

+ See chapter 19 for defined terms.

Step 2: Calculate 15% of "A"
"B" 0.15[Note: this value cannot be changed]
Multiply "A" by 0.15 21,380,140

Step 3: Calculate "C", the amount of placement capacity under rule 7.1 that has already been used

Insert number of +equity securities issuedor agreed to be issued in that 12 monthperiod not counting those issued:
•Under an exception in rule 7.2 0
•Under rule 7.1A 0
•With security holder approval under rule7.1 or rule 7.4 0
Note:•This applies to equity securities, unlessspecifically excluded – not just ordinarysecurities•Include here (if applicable) the securitiesthe subject of the Appendix 3B to whichthis form is annexed•It may be useful to set out issues ofsecurities on different dates as separateline items
"C" 0

Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placement capacity under rule 7.1

"A" x 0.15Note: number must be same as shown inStep 2 21,380,140
Subtract "C"Note: number must be same as shown inStep 3 0
Total ["A" x 0.15] – "C" 21,380,140[Note: this is the remaining placementcapacity under rule 7.1]

+ See chapter 19 for defined terms.

Part 2

Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate "A", the base figure from which the placementcapacity is calculated
"A"Note: number must be same as shown inStep 1 of Part 1 N/A
Step 2: Calculate 10% of "A""D" 0.10Note: this value cannot be changed
Multiply "A" by 0.10 N/A
Step 3: Calculate "E", the amount of placement capacity under rule7.1A that has already been used
Insert number of +equity securities issuedor agreed to be issued in that 12 monthperiod under rule 7.1ANotes:•This applies to equity securities – notjust ordinary securities•Include here – if applicable – thesecurities the subject of the Appendix3B to which this form is annexed•Do not include equity securities issuedunder rule 7.1 (they must be dealt within Part 1), or for which specific securityholder approval has been obtained•It may be useful to set out issues ofsecurities on different dates as separateline items N/A
"E" N/A

+ See chapter 19 for defined terms.

Step 4: Subtract "E" from ["A" x "D"] to calculate remaining placement capacity under rule 7.1A

"A" x 0.10 N/A
Note: number must be same as shown inStep 2
Subtract "E" N/A
Note: number must be same as shown inStep 3
Total ["A" x 0.10] – "E" N/A
Note: this is the remaining placementcapacity under rule 7.1A

+ See chapter 19 for defined terms.

Rule 3.19A.2

Appendix 3Y

Change of Director's Interest Notice

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 30/9/2001. Amended 01/01/11

Name of entity Strike Resources Limited
ABN 94 088 488 724

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director William Johnson
Date of last notice 14 June 2013

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest Direct
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevant interest. DirectWilliam JohnsonIndirectWilliam Matthew Johnson &Joanne Doris Johnson
Date of change 18 June 2013
No. of securities held prior to change Indirect249,273 Ordinary fully paidshares
Class $0.30 Unlisted OptionsExercisable on or before 17June 2018
Number acquired 3,000,000 $0.30 UnlistedOptions Exercisable on orbefore 17 June 2018
Number disposed Nil
Value/ConsiderationNote: If consideration is non-cash, provide details and estimated valuation $Nil

+ See chapter 19 for defined terms

No. of securities held after change Direct3,000,000 $0.30 UnlistedOptions Exercisable on orbefore 17 June 2018
Indirect249,273 Ordinary fully paidshares
Nature of changeExample: on-market trade, off-market trade, exercise of options, issue ofsecurities under dividend reinvestment plan, participation in buy-back Option grant pursuant toshareholder approval atGeneral Meeting held on 18June 2013

Part 2 – Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Details of contract Not Applicable
Nature of interest Not Applicable
Name of registered holder(if issued securities) Not Applicable
Date of change Not Applicable
No. and class of securities towhich interest related prior tochangeNote: Details are only required for a contract inrelation to which the interest has changed Not Applicable
Interest acquired Not Applicable
Interest disposed Not Applicable
Value/ConsiderationNote: If consideration is non-cash, providedetails and an estimated valuation Not Applicable
Interest after change Not Applicable

+ See chapter 19 for defined terms.

Part 3 – + Closed period

Were the interests in the securities or contractsdetailed above traded during a +closed period whereprior written clearance was required? No
If so, was prior written clearance provided to allow thetrade to proceed during this period? Not Applicable
If prior written clearance was provided, on what datewas this provided? Not Applicable

Signature of Director: ---------------------------------------------------------- Date: 18/06/2013

William Johnson