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GUNSON RESOURCES LIMITED

1 FOR 10 ENTITLEMENT ISSUE OF FULL PAID SHARES
15th November 2007

The Directors of Gunson Resources Limited (Gunson or the Company) are pleased to announce a pro rata 1 for 10 non-renounceable entitlement issue (Entitlement Issue) of approximately 10,870,142 new fully paid ordinary shares in Gunson (New Shares) at 20 cents per New Share to raise up to $2.17 million.

 

The proceeds of the Entitlement Issue will be used to fund ongoing work on Gunson’s exploration and development projects described in the recently released 2007 Annual Report, in particular the Coburn zircon project, Burkin and Fowler’s Bay nickel projects and the Tennant Creek gold-copper project.  No funds are required for the Mount Gunson copper project as exploration on this project is presently being fully funded by Xstrata Copper.

 

  KEY TERMS

 

Nature of offer

Non renounceable Entitlement Issue of up to 10,870,142 New Shares

New Share issue price

20 cents per New Share

Offer ratio

1 New Share for every 10 Existing Shares held on the Record Date

Number of New Shares to be issued

Up to 10,870,142

Amount to be raised under the Entitlement Issue

Up to $2.17 million

 

Shareholders who hold ordinary shares in the Company (Existing Shares) as at

5.00pm WST on Friday, 23 November 2007 (Eligible Shareholders) will be

entitled to participate in the Entitlement Issue. All Eligible Shareholders will be

offered 1 New Share in the Company for every 10 Existing Shares held by the Eligible


Shareholder, at an issue price of 20 cents per New Share (Entitlement). This represents a discount of approximately 7% to the weighted average market price of Gunson’s shares over the past three weeks to 14 November 2007, the last day of trading before this announcement.

 

All New Shares issued under the Entitlement Issue will rank equally with the Existing Shares on issue.  The issue of any New Shares to Eligible Shareholders which results in a fraction will be rounded down to the nearest whole New Share.

 

The Entitlement Issue is not underwritten. If there is a shortfall in acceptances

under the Entitlement Issue, Gunson reserves the right to place the shortfall at

its discretion.

 

There is no minimum subscription in respect of the Entitlement Issue. If the full

amount of A$2.17 million is not raised under the Entitlement Issue, Gunson will

initiate a placement to sophisticated investors.

 

 

KEY DATES

 

Key dates for the Entitlement Issue are set out below. The dates are indicative

only and Gunson reserves the right to vary them, subject to the Corporations

Act 2001 (Act) and the ASX Listing Rules.

 

 Announcement of Entitlement Issue

15 November 2007

 

“Ex Date” for Existing Shares ex Entitlement

 

19 November 2007

 

Record Date for determining Entitlements to New Shares

 

5.00 pm WST on

23 November 2007

 

Entitlement Issue cleansing statement given to ASX

 

26 November 2007

 

Invitation to participate in Entitlement Issue and Acceptance Forms Entitlement despatched to Shareholders

 

26 November 2007

 

Closing Date and final time for receipt of Entitlement and Acceptance Forms and payment in full for New Shares

 

5.00 pm WST on

14 December 2007

 

Issue of New Shares and on-sale cleansing statement given to ASX

 

No later than

21 December 2007

 

Holding Statements for New Shares despatched to Shareholders

 

 

No later than

24 December 2007

 

  

INFORMATION PROVIDED IN RELATION TO ENTITLEMENT ISSUE

 

The Entitlement Issue is being made without disclosure to investors under Part

6D.2 of the Act, in accordance with section 708AA of the Act.

 

Shareholders will not receive a prospectus in relation to the Entitlement Issue but

will receive a written invitation providing details on how to take up their

entitlement under the offer. Any decision to acquire New Shares should only be

made after making independent enquiries and consulting relevant professional

advisers, such as stockbrokers, financial advisers, accountants or solicitors.

Shareholders should have regard to publicly available information about Gunson

before deciding whether or not to acquire New Shares. Copies of Gunson’s

announcements to ASX can be obtained from its website, www.gunson.com.au,

or from the ASX website, www.asx.com.au. Gunson’s ASX code is GUN.

 

Information about use of proceeds

 

It is intended to utilise the monies raised under the Entitlement Issue to fund drilling on the Tennant Creek gold-copper project, geophysical surveys and drilling on the Burkin and Fowler’s Bay nickel projects and some continuing pre development work on the Coburn zircon development project.

 

Gunson’s capital structure on completion of the Entitlement Issue

 

The following table shows the proposed capital structure of Gunson on

completion of the Entitlement Issue. The exact number of New Shares to be

issued cannot be calculated until Entitlements have been determined following

the Record Date.

 

Shares

 

Number

 

Existing Shares on issue at the date of this announcement

 

108,701,416

 

New Shares proposed to be issued under the Entitlement Issue

 

10,870,142

 

Proposed total shares on issue after the Entitlement Issue

 

119,571,558

 

Existing options to acquire shares on issue at the date of this announcement

 

3,700,000

 

ADDITIONAL INFORMATION

 

New shares

 

New Shares, once issued, will rank equally with Gunson’s Existing Shares on

issue.

 

The rights and obligations attached to shares in Gunson are:

 

       set out in Gunson's Constitution which may be examined free of charge

         by appointment between 9.00 am and 5.00 pm on normal business days

         at the registered office of Gunson at Level 2, 33 Richardson Street, West Perth, WA 6005; and

        in certain circumstances, regulated by the Act, the ASX Listing Rules and

         the general law.

 

Dividends

 

The Company is not currently paying dividends.

 

Foreign shareholders

 

Shareholders with registered addresses outside of Australia and New Zealand

are not eligible to participate in the Entitlement Issue.

 

Enclosure

 

An Appendix 3B is enclosed.

 

Enquiries

 

Enquiries about the Entitlements Issue should be directed to the Company Secretary, Ian Gregory, on mobile number 0419 961 926 or Gunson’s share registry, Computershare Investor Services Pty Limited on 1300 557 010 (within Australia) or (618) 9415 4000 (outside Australia).


D N HARLEY
MANAGING DIRECTOR