Metal Storm Ltd /Adr/ - Report of Foreign Issuer (6-K)
10 4월 2008 - 5:16AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April, 2008
Commission File Number 000-31212
Metal Storm Limited
(Translation of registrants name into English)
Building 4, 848 Boundary Road, Richlands,
Queensland, Australia 4077
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form
20-F or Form 40-F:
þ
Form 20-F
o
Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1):
o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):
o
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934:
o
Yes
þ
No
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b):
n/a
TABLE OF CONTENTS
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METAL
STORM LIMITED
ACN 064 270 006
Metal Storm Releases New Website
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Brisbane, AUSTRALIA
- April 4
th
2008: Metal Storm Limited (ASX trading code: MST and
NASDAQ ticker symbol: MTSX).
Metal Storm Limited is pleased to announce the release of its new Company Website at
http://www.metalstorm.com
The design focus of the site is on serving the needs of potential customers, with clear
descriptions of Metal Storm products and services, together with brochures and video. However the
site also has an extended investor section to serve the needs of shareholders.
An automated email alert system has been incorporated into the site design to ensure that
subscribers can automatically receive announcements, presentations and other releases as soon as
they are released to market.
The site will go live on the internet at 12 noon Sydney time.
Notes:
Metal Storms Australian Stock Exchange trading code: MST
Metal Storms NASDAQ Small Cap ticker symbol: MTSX
Company Contact:
Australia & USA
Dr Lee Finniear Chief Executive Officer, Metal Storm Limited Ph: +61 7 3123 4700
About Metal Storm
Metal Storm Limited is a multi-national defence technology company engaged in the development of
electronically initiated ballistics systems using its unique stacked projectile technology. The
company is headquartered in Brisbane, Australia and incorporated in Australia. Metal Storm Limited
technology and products are represented in the USA by Metal Storm Inc., which has offices in
Arlington Virginia.
Metal Storm is working with government agencies and departments, as well as industry, to develop a
variety of systems utilising the Metal Storm non-mechanical, electronically fired stacked
ammunition system.
Metal Storms weapon technology uses computer-controlled electronic ignition and a system of
stacked projectiles, to achieve a completely non-mechanical gun that is very lightweight and
compact, providing a very high firepower to weight ratio. The Metal Storm weapons system utilizes
multiple barrels mounted together on one platform which allows varying munitions types to be
deployed in a single, low cost, lightweight weapon system. Firing the weapons by electronic
ignition requires no moving parts, allowing reliable long term unattended weapon operation.
Safe Harbour
Certain statements made herein that use the words estimate, project, intend, expect,
believe and similar expressions are intended to identify forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements
involve known and unknown risks and uncertainties which could cause the actual results, performance
or achievements of the company to be materially different from those which may be expressed or
implied by such statements, including, among others, risks or uncertainties associated with the
development of the companys technology, the ability of the company to meet its financial
requirements, the ability of the company to protect its proprietary technology, potential
limitations on the companys technology, the market for the companys products, government
regulation in Australia and the US, changes in tax and other laws, changes in competition and the
loss of key personnel. For additional information regarding these and other risks and
uncertainties associated with the companys business, reference is made to the companys reports
filed from time to time with the Securities and Exchange Commission, including the companys Form
20-F.
Page 1 of 1
Appendix 3B
New issue announcement
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
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 ASXs property and may be made public.
Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002,
1/1/2003.
Name of entity
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).
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1
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+
Class of
+
securities
issued or to be issued
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Ordinary
Shares
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2
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Number of
+
securities
issued or to be issued
(if known) or maximum
number which may be
issued
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1. 7,683,897 Ordinary Shares
2. 160,000 Ordinary Shares
3. 1,908,573 Ordinary Shares
4.&5. 337,500 Unquoted Options
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3
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Principal terms of the
+
securities (eg, if
options, exercise price
and expiry date; if
partly paid
+
securities,
the amount outstanding
and due dates for
payment; if
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convertible
securities, the
conversion price and
dates for conversion)
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1. 7,683,897 ordinary shares issued
on the conversion of convertible
notes
2. 160,000 ordinary shares issued to
staff pursuant to contracts of
employment
3. 1,908,573 ordinary shares issued
to a consultant pursuant to the terms
of a services contract
4. 168,750 unquoted options pursuant
to an advisory agreement excisable at
$0.40 per share expiring 31 Dec 2012
5. 168,750 unquoted options pursuant
to an advisory agreement excisable at
$0.40 per share expiring 31 Mar 2013
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+ See chapter 19 for defined terms.
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1/1/2003
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Appendix 3B Page 1
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Appendix 3B
New issue announcement
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4
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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:
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Yes
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the date from which they
do
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the extent to which they
participate for the next
dividend, (in the case of a
trust, distribution) or interest
payment
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the extent to which they
do not rank equally, other than
in relation to the next dividend,
distribution or interest payment
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5
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Issue price or consideration
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1. $0.06, which is 90% of the
Volume Weighted Average Price
(VWAP) of ordinary shares during
the 30 days preceding the
conversion date, rounded to the
nearest whole cent (calculated in
accordance with the terms of the
convertible notes)
2. nil
3. nil
4.&5. nil
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6
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Purpose of the issue
(If issued as consideration for
the acquisition of assets,
clearly identify those assets)
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1. Ordinary shares issued on the
conversion of 3,415,065
convertible notes, in accordance
with the terms of the convertible
notes
2. Ordinary shares pursuant to
employment agreements
3. Ordinary shares pursuant to a
services contract
4.&5. Unquoted options pursuant
to an advisory agreement
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7
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Dates of entering
+
securities
into uncertificated holdings or
despatch of certificates
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1. 1 April 2008
2. 4 April 2008
3. 4 April 2008
4.&5. 4 April 2008
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Number
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+
Class
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8
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Number and
+
class of all
+
securities quoted on ASX
(
including
the securities in
clause 2 if applicable)
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608,443,049
149,241,819
176,756,604
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Ordinary Shares
Convertible Notes
Options
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+ See chapter 19 for defined terms.
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Appendix 3B Page 2
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1/1/2003
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Appendix 3B
New issue announcement
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Number
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+
Class
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9
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Number and
+
class of all
+
securities not quoted on ASX
(
including
the securities in
clause 2 if applicable)
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Unlisted Options
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10
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Dividend policy (in the case of
a trust, distribution policy) on
the increased capital
(interests)
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N.A
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Part 2 Bonus issue or pro rata issue
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11
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Is security holder approval required?
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12
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Is the issue renounceable or non-renounceable?
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13
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Ratio in which the
+
securities will be offered
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14
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+
Class of
+
securities to which the offer relates
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15
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Record date to determine entitlements
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16
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Will holdings on different registers (or subregisters) be aggregated
for calculating entitlements?
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17
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Policy for deciding entitlements in relation to fractions
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18
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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 entitlements are to be
dealt with.
Cross reference: rule 7.7.
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19
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Closing date for receipt of acceptances or renunciations
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+ See chapter 19 for defined terms.
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1/1/2003
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Appendix 3B Page 3
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Appendix 3B
New issue announcement
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20
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Names of any underwriters
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21
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Amount of any underwriting fee or commission
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22
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Names of any brokers to the issue
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23
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Fee or commission payable to the broker to the issue
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24
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Amount of any handling fee payable to brokers who lodge
acceptances or renunciations on behalf of
+
security holders
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25
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If the issue is contingent on
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security holders approval, the
date of the meeting
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26
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Date entitlement and acceptance form and prospectus or Product
Disclosure Statement will be sent to persons entitled
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27
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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
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28
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Date rights trading will begin (if applicable)
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29
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Date rights trading will end (if applicable)
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30
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How do
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security holders sell their entitlements
in full
through a
broker?
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31
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How do
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security holders sell
part
of their entitlements through a
broker and accept for the balance?
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+ See chapter 19 for defined terms.
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Appendix 3B Page 4
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1/1/2003
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Appendix 3B
New issue announcement
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32
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How do
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security holders dispose of their entitlements (except by sale
through a broker)?
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33
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Despatch date
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Part 3 Quotation of securities
You need only complete this section if you are applying for quotation of securities
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34
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Type of securities
(
tick one
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(a)
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þ
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Securities described in Part 1
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(b)
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o
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All other securities
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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 expiry or
conversion of convertible securities
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Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
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35
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o
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If the
+
securities are
+
equity securities, the names of the 20 largest
holders of the additional
+
securities, and the number and percentage
of additional
+
securities held by those holders
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36
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o
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If the
+
securities are
+
equity securities, a distribution schedule of
the additional
+
securities setting out the number of holders in the
categories
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1 1,000
1,001 5,000
5,001 10,000
10,001 100,000
100,001 and over
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37
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o
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A copy of any trust deed for the additional
+
securities
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+ See chapter 19 for defined terms.
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1/1/2003
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Appendix 3B Page 5
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Appendix 3B
New issue announcement
Entities that have ticked box 34(b)
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38
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Number of securities for which
+
quotation is
sought
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39
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Class of
+
securities for which quotation is
sought
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40
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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
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
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41
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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)
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Number
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+
Class
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42
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Number and
+
class of all
+
securities quoted on
ASX (
including
the securities in clause 38)
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+ See chapter 19 for defined terms.
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Appendix 3B Page 6
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1/1/2003
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Appendix 3B
New issue announcement
Quotation agreement
1
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+
Quotation of our additional +securities is in ASXs absolute discretion. ASX may quote the
+securities on any conditions it decides.
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2
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We warrant the following to ASX.
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The issue of the
+
securities to be quoted complies with the law and is not for an
illegal purpose.
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There is no reason why those +securities should not be granted +quotation.
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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.
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Note: An entity may need to obtain appropriate warranties from subscribers for the
securities in order to be able to give this warranty
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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.
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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.
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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.
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+ See chapter 19 for defined terms.
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1/1/2003
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Appendix 3B Page 7
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Appendix 3B
New issue announcement
3
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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.
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4
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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.
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Sign here:
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/s/ Peter Wetzig
(Company Secretary)
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Date: 9 April 2008
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Print name:
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== == == == ==
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+ See chapter 19 for defined terms.
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Appendix 3B Page 8
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1/1/2003
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Metal Storm Limited
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Date: April 09, 2008
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By:
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/s/ Peter Wetzig
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Name:
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Peter Wetzig
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Title:
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Company Secretary
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Metal Storm Limited ADS (MM) (NASDAQ:MTSX)
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