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GVM
GVGVM
GVM - GVM Metals Limited - Issue and Allotment of 45 686 274 Shares
GVM Metals Limited
(previously, "Golden Valley Mines Limited")
(Incorporated and registered in Australia)
(Registration number ACN 008 905 388)
Share code on the JSE Limited: GVM & ISIN: AU000000GVM1
Share code on the Australian Stock Exchange Limited: GVM & ISIN:
AU000000GVM1
("GVM" or `the Company")
ANNOUNCEMENT (Released on ASX on 24 May 2007)
GVM Metals Limited advises that pursuant to the Company`s recent
announcements dated 20 February 2007 and 10 April 2007 and receipt of
cleared funds, a total of 45 686 274 fully paid ordinary shares in the
Company have now been issued and allotted, raising total gross proceeds of
approximately British Pound 15,200,000.
An Appendix 3B will follow under separate cover.
Secondary Trading Notice Pursuant to Paragraph 708A(5)(e)of the
Corporations Act 2001("Act")
The Act restricts the on-sale of securities issued without disclosure,
unless the sale is exempt under section 708 or 708A of the Act. By giving
this notice, a sale of the Shares noted above will fall within the
exemption in section 708(A)(5) of the Act.
The Company hereby notifies ASX under paragraph 708(5)(e)of the Act that:
the Company issued the Shares without disclosure
to investors under Part 6D.2 of the Act;
as at 24 May 2007, the Company has complied with
the provisions of Chapter 2M of the Act as they
apply to the Company, and section 674 of the Act;
and
(c) as at 24 May there is no information:
(i) that has been excluded from a continuous
disclosure notice in accordance with the ASX
Listing Rules; and
(ii) 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 the Company; or
(B) the rights and liabilities attaching to
the relevant shares.
AUTHORISED BY:
Blair Sergeant
Company Secretary
Appendix 3B
New issue announcement, application for quotation of additional securities
and agreement
Rule 2.7,3.10,3,3.10.4,3.10.5
Name of entity
GVM Metals Limited
ABN
98 008 905 388
We (the entity) give ASX the following information.
PART 1 - All issues
1 Class of securities issued or Shares
to be issued
2 Number of securities issued or 45 686 274
to be issued (if known) or
maximum number which may be
issued
3 Principal terms of the Fully paid ordinary
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)
4 Do the securities rank equally Yes
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
5 Issue price or consideration 8,333,333 shares at
30 pence
each(GBP0.30);and
37,352,941 shares at
34 pence each
(GBP0.34)
6 Purpose of the issue To raise a total of
(If issued as consideration for approximately
the acquisition of assets, GBP15,200,000 to be
clearly identify those assets) applied as follows:
GBP2,500,000 to
acquire a 50%
interest in Baobab
JV
GBP12,700,000 to be
used in funding and
completing the CoAL
acquisition
7 Dates of entering securities 24 May 2007
into uncertificated holdings or
despatch of certificates
Number Class
8 Number and class of all 139,245,602 Fully paid
securities quoted on ASX ordinary
(including the securities in shares
clause 2 if applicable)
Number Class
9 Number and class of all 9,000,000 Options
securities not quoted on ASX excisable at
(including the securities in 50 cents
clause 2 if applicable) each on or
about 30
September
2011
10 Dividend policy (in the case Not applicable
of a trust, distribution
policy) on the increased
capital (Interests)
PART 2 - Bonus issue or Pro rata issue
Questions 11 to 33 - Not applicable
PART 3 - Quotation of securities
34 Type of securities
(tick one)
(a) X Securities described in Part 1
(b) All other securities
Questions 35 to 42 - Not applicable
Quotation agreement
Quotation of our additional securities is in ASX`s absolute discretion. ASX
may quote the securities on any conditions it decides.
We warrant the following to the 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.
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 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 ...................................................Date 25 May,
2007
(Company Secretary)
Print name: BLAIR SERGEANT
www.gvm.com.au
25 May 2007
South African Sponsor to GVM
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
Date: 25/05/2007 13:36:01 Produced by the JSE SENS Department.
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