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SUPERIOR RESOURCES LIMITED Capital/Financing Update 2013

Sep 5, 2013

65848_rns_2013-09-05_0d78f674-e4d6-4a82-9440-b1c282ddc7b1.pdf

Capital/Financing Update

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Superior Resources Limited

ABN 72 112 844 407

Registered Office: Level 2, 87 Wickham Terrace, Spring Hill, QUEENSLAND, 4000. Postal Address: PO Box 10288, Brisbane Adelaide Street, QUEENSLAND, 4000. Telephone: 07 3839 5099 Facsimile: 07 3832 5300 Email: [email protected]

6 September 2013

Dear Shareholder

Superior Resources Limited – Renounceable Rights Issue

On behalf of the Directors, I am pleased to invite you, as a valued Shareholder of Superior Resources Limited (ASX:SPQ) (Superior or Company), to participate in the Company's partially underwritten renounceable offer to eligible shareholders of rights (Rights Issue) to acquire three (3) new shares for every two (2) existing shares held on 13 September 2013 (Record Date).

Shareholders on the Company's register with an address in Australia or New Zealand on the Record Date will be eligible to participate in the Rights Issue (Eligible Shareholders) at an issue price of 1.2 cents per new share (New Shares). The issue price of 1.2 cents per New Share represents a 66% discount to the closing share price prior to the trading halt on 2 September 2013.

The Company announced the Rights Issue to the market and lodged the prospectus with ASX Limited (ASX) and the Australian Securities & Investments Commission (ASIC) on 5 September 2013.

Underwriting

The Rights Issue is partially underwritten by Patersons Securities Limited for $1,126,061. Patersons Securities Limited will be paid an underwriting fee of 10% on the underwritten amount.

Renounceable

Eligible Shareholders' entitlements under the Rights Issue are renounceable. Accordingly, the following options are available to you:

  • take up your rights in full or in part;
  • take up your rights in full and apply for additional New Shares;
  • sell all or part of your rights on the ASX;
  • purchase additional rights on the ASX; or
  • do nothing, in which case your rights will lapse.

Applications for New Shares are expected to be open from 17 September 2013 until the close of business on 1 October 2013.

A shortfall facility will be provided to Eligible Shareholders and Superior's Directors reserve the right to place any remaining shortfall at their discretion within three months after the close of the offer.

Timetable

The Company expects the Rights Issue to be conducted in accordance with the following timetable:

Event Date
Offer announced and Appendix 3B lodged with ASX Thursday, 5 September 2013
Prospectus lodged with ASIC and ASX Thursday, 5 September 2013
Ex-date – Shares trade ex entitlement Monday, 9 September 2013
Rights trading commences Monday, 9 September 2013
Record Date Friday, 13 September 2013
Dispatch of Prospectus and Entitlement and Acceptance forms toEligible Shareholders Tuesday, 17 September 2013
Rights trading ends Tuesday, 24 September 2013
Deferred settlement trading commences Wednesday, 25 September 2013
Closing date for acceptances Tuesday, 1 October 2013
Notify ASX of under-subscriptions Friday, 4 October 2013
Allotment and issue of New Shares Thursday, 10 October 2013
Dispatch of shareholder statements Friday, 11 October 2013
New Shares commence trading (expected) Friday, 11 October 2013

The above dates are indicative only. The Directors reserve their discretionary right, subject to the Corporations Act 2001 (Cth) and the ASX Listing Rules, to withdraw the Rights Issue at any time, close the Rights Issue early or extend the closing date for acceptance of applications.

Capital Structure

The capital structure of the Company before and after completion of the Rights Issue is set out below (assuming full subscription):

Shares
Existing shares 83,105,955
New shares offered under the Rights Issue 124,658,932
Total shares 207,764,887

The New Shares issued pursuant to the Rights Issue will rank equally with existing fully paid ordinary shares in the Company.

Use of Funds

The Rights Issue will raise approximately $1,495,907 (before expenses) if all shareholders subscribe for their entire entitlement to shares.

The proposed use of funds is as follows:

Use of Funds (approximately) Underwritten Amount Full Subscription
Exploration Total $596,000 $966,000
-Northwest Queensland $176,000 $216,000
-Greenvale $200,000 $330,000
-Tick Hill $220,000 $420,000
Working Capital $380,000 $380,000
Costs of the Offer $150,000 $150,000
Total $1,126,000 $1,496,000

Ineligible Shareholders

The Company has decided that it is unreasonable to make the offer to shareholders who have a registered address in a country outside Australia or New Zealand on the Record Date, having regard to the number of shareholders in such places, the number and value of the New Shares they would be offered and the substantial costs of complying with the legal and regulatory requirements in those jurisdictions.

Taking up Your Entitlement

Eligible Shareholders should consider the prospectus carefully in deciding whether to acquire New Shares offered under the Rights Issue, and will need to complete the personalised entitlement and acceptance form accompanying the prospectus to take up your entitlements or apply for additional shares.

Should you have any questions regarding the Rights Issue you may contact the Company on +61 7 3839 5099 or consult your stockbroker or professional adviser. A copy of the prospectus may be viewed on the ASX Limited website at www.asx.com.au, or alternatively at the Company's website at www.superiorresources.com.au.

We look forward to your participation in the Rights Issue.

Peter Hwang Managing Director

Contact: Mr Peter Hwang Ph: +617 3839 5099

Further Information: www.superiorresources.com.au [email protected]