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Prairie Mining Ltd. Share Issue/Capital Change 2006
10239_rns_2006-07-20_9cbe2b5c-1d19-4a7e-a077-de62569ac191.pdf
Share Issue/Capital Change
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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 \$/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002.
NAME OF ENTITY
Prairie Downs Metals Limited
ABN
23 008 677 852
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).
$\mathbf{1}$ *Class of *securities issued or to be Options issued
$\overline{2}$ Number of "securities issued or to be issued (if known) or maximum number which may be issued
350,000
3 Principal terms of the *securities (eq. 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)
Exercisable at 45 cents and expiring 1 June 2011
+ See chapter 19 for defined terms.
| 4 | Do the *securities rank equally in all respects from the date of allotment with |
Not applicable | |
|---|---|---|---|
| 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 distribution) or interest a trust. |
|||
| 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 | Nil | |
| 6 | Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify |
Limited Employee Option Plan. | Options issued pursuant to Prairie Downs Metals |
| those assets) | |||
| 7 | Dates of entering *securities into uncertificated holdings or despatch of certificates |
20 July 2006 | |
| Number | + Class | ||
| 8 | Number and class of all securities | 30,609,990 | Fully paid ordinary shares |
| ASX (including the quoted on securities in clause 2 if applicable) |
19,198,277 | Options exercisable at 25 cents and expiring 31 May 2008 |
|
| Number | $t$ Class | ||
| 9 | Number and class of all securities not quoted on ASX (including the securities in clause 2 if applicable) |
8,000,000 941,176 |
Fully paid ordinary shares Options exercisable at 21.25 cents and expiring 31 December 2006 |
| 2,484,963 | Options exercisable at 25 cents and expiring 31 May 2008 |
||
| 350,000 | Options exercisable at 45 cents and expiring 1 June 2011 |
||
| 10 | Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Not applicable | |
+ See chapter 19 for defined terms.
| 11 | r art Z - Donus issue or pro rata issue 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 entisements are to be dealt with. Cross reference: rule 7.7. |
|
| 19 | Closing date for receipt of acceptances or renunciations |
| 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 |
Part 2 - Ronus issue or pro rata issue
$\overline{\text{+}$ See chapter 19 for defined terms.
| 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
| 34 | Type of securities (tick one) |
||
|---|---|---|---|
| $\left( a\right)$ | 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 expliy or conversion of convertible securities |
Appendix 3B Page 4
+ See chapter 19 for defined terms.
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
(If the additional securities do not form a new class, go to 43)
Tick to indicate you are providing the information or documents
| "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 |
If the *securities are *equity securities, the names of the 20 largest holders of the additional
A copy of any trust deed for the additional *securities
(now go to 43)
35
Entities that have ticked box 34(b)
| 38 | which Number securities for οf *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 ٠ for the next dividend, (in the case of trust, distribution) or interest a payment the extent to which they do not rank ٠ equally, other than in relation to the next dividend, distribution or interest payment |
+ See chapter 19 for defined terms.
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 | $+C$ lass | |
|---|---|---|
All entities
Fees
43 Payment method (tick one)
| Cheque attached |
|---|
| Electronic payment made Note: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time. |
| Periodic payment as agreed with the home branch has been arranged Note: Arrangements can be made for employee incentive schemes that involve frequent issues of securities. |
Quotation agreement
$\mathbf{1}$ +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
- $\boldsymbol{2}$ We warrant the following to ASX.
- The issue of the +securities to be quoted complies with the law and is not for an illegal ٠ 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.
- We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided 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.
- We give ASX the information and documents required by this form. If any information or document not 4 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.
Dated: 21 July 2006
Alec Pismiris Company Secretary
$\overline{\text{+ See chapter 19}}$ for defined terms.