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PLATSEARCH SHAREHOLDER SHARE PURCHASE PLAN

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 Dear Shareholder

The enclosed documents are important and I urge you to give them your full consideration.

Invitation to Participate in the PlatSearch Share Purchase Plan

I am pleased to advise that your Board of Directors has decided to make an issue under its Share Purchase Plan ("the SPP"). The SPP entitles shareholders in the Company, irrespective of the size of their shareholding, to purchase up to $5,000 worth of shares in PlatSearch free of brokerage. An Application Form is also enclosed, should you wish to participate. If fully subscribed, the Offer under the SPP will raise $1,389,545 through the issue of 19,850,637 shares.

The right to participate in this initial offer under the SPP is available exclusively to persons who are registered as holders of fully paid ordinary shares in PlatSearch NL at 5:00pm on the record date of 25 November 2005 and whose registered address is in Australia, New Zealand and any other jurisdiction in which it is lawful for the Company to offer shares under the SPP.

The purchase price of the new shares to be offered under the SPP has been set at 7 cents. This represents:

  • a price in line with the last closing sale price prior to the date of this letter of 7 cents per share;

  • a 3.7% discount to the weighted average market price of the ordinary shares sold during the course of trading on the Australian Stock Exchange for the five trading days immediately preceding this announcement;

  • a 7.9% discount to the weighted average market price of the ordinary shares sold during the course of trading on the Australian Stock Exchange for the three trading months immediately preceding this announcement; and

  • a price that compares with the 52 week high of 12 cents and 52 week low of 6.5 cents.

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As you are aware, PlatSearch is funded by equity contributions from shareholders and management fees that we are able to secure from our joint venture partners. Over the years we have been able to keep management and overhead costs very low by industry standards and that has been a key factor in attracting continuing support from shareholders. From a fundraising viewpoint, placements to large investors can be completed quickly and at a low cost. However, we are conscious that smaller shareholders do not get the opportunity to subscribe equity at the discounted placement price. It is for this reason that we undertake rights issues from time to time, even though they are more costly (requiring a prospectus) and time consuming than a placement.

We therefore commend the SPP as being fair to smaller shareholders. Not only does it provide a low cost way of raising funds, but it also redresses the bias towards larger investors that is unavoidable in making placements. In fact, the SPP is biased in favour of smaller shareholders, since no shareholder, irrespective of size, can subscribe more than $5,000. The SPP offers another useful benefit in that it provides an opportunity for smaller shareholders to round up the size of their holdings to a marketable parcel of shares ($500 worth).

Current and Forthcoming Company Activities

The SPP will afford shareholders the opportunity to acquire additional shares during an active period for the Company with drilling programmes at a number of its emerging New South Wales and South Australian gold and base-metals projects. These programmes are set out in the attached Summary of Exploration Highlights. Success for the Company in any one of these projects could see a positive re-rating of the Company’s share price. With this in mind, the Directors have decided to offer shareholders the opportunity to acquire further shares, at a discount to recent prices.

Whilst my fellow Directors and I have confidence in the future of the Company, it would be remiss of me if I did not also draw your attention to the fact that owning shares in an exploration company, like PlatSearch, is considered a speculative form of investment and that the future price of the Company’s shares can rise or fall depending on exploration success and fluctuations on the stock market generally.

Shareholders should be aware that there is a risk that the market price of the shares may change between the date of this offer and the date when the new shares are issued to you under the SPP. The value of the shares you receive may rise or fall accordingly.

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Additional information and key dates

Further information on the Company, including an update on its current projects, is contained on the PlatSearch website, http://www.platsearch.com.au.

If you would like to participate in the SPP, please return your completed blue application form, together with your cheque representing the purchase price for the
22 December 2005.

Please note that the maximum investment per shareholder is $5,000 (representing 71,430 shares at a purchase price of 7 cents per share). The minimum number that can be applied for is 7,145 shares at a total cost of $500. Shareholders may also apply for any number of shares between the maximum and the minimum. Shares allotted under the SPP will be issued no later than 4 January 2006.

The ASX Listing Rules, specifically Listing Rule 7.1, restricts a company from issuing equity securities, which in any 12-month period would amount to more that 30% of the Company’s total shares on issue at the date of the proposed issue. Accordingly, the Company cannot issue more than 19,850,637 shares without shareholder approval or a waiver to the Listing Rule by ASX. The Company does not propose to seek shareholder approval to issue more than 19,850,637 shares, but reserves the right to seek an ASX waiver. Accordingly applications will be considered on a first come first served basis. If applications in excess of 19,850,637 shares in total are received, then these applications will be returned, so that the maximum allowed number of shares issued are issued (i.e. 19,850,637 shares).

A full copy of the Terms of the PlatSearch NL Shareholder Share Purchase Plan is available on request from the Company. If you have any questions on the SPP, please call the Company’s office on (02) 9906 5220 during business hours.

The rights attaching to the SPP Shares are identical in all respects to existing fully paid ordinary shares in the capital of the Company. The total number of issued fully paid shares in the capital of the Company as at the record date was 66,166,879. Currently the Company has 1,173 shareholders. If all such shareholders participate in the SPP, this can still only result in the issue of 19,850,637 shares, with the non-acceptance and return of late applications. However, realistically, the Directors do not expect all shareholders will fully participate in the SPP, so it is not likely that the maximum number of shares will be issued.

If fully subscribed, the Offer under the SPP could raise $1,389,545. The intended use of the funds raised, pursuant to the issue of the SPP Shares, is to further advance the Company’s exploration activities by providing additional working capital to support the programmes set out in the attached Summary of Exploration Highlights.

Yours sincerely
PlatSearch NL

Raymond J Soper
Chairman

 

 

To view the

SUMMARY OF EXPLORATION HIGHLIGHTS

which forms part of this offer, click on the button below

EXPLORATION HIGHLIGHTS

 

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Last updated 06 Feb 2008
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