Update on Merger with Polymetals - Notice of Meeting

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The purpose of Resolution 2 is to seek SXG Shareholder ratification for the issue of the
Placement Shares.
Listing Rules information requirements
Listing Rule 7.1 provides that prior approval of shareholders is required for an issue of
securities if the securities will, when aggregated with the securities issued by a company
during the previous 12 months, exceed 15% of the number of securities on issue at the
commencement of that 12 month period.
Listing Rule 7.4 states that an issue by a company of securities made without approval
under Listing Rule 7.1 is treated as having been made with approval for the purpose of
Listing Rule 7.1 if the issue did not breach Listing Rule 7.1 and the company’s members
subsequently approve it.
Under Resolution 2, the Company seeks Shareholder approval for, and ratification of, the
issue of the Placement Shares so as to restore the Company’s capacity under Listing Rule
7.1 to issue further securities representing up to 15% of the Company’s issued capital in the
next 12 months.
For the purposes of the information requirements of Listing Rule 7.5, the following matters
are noted:
(a) the Company issued 1,323,769 Placement Shares on 24 October 2012;
(b)
(c)
(d)
the Placement Shares were issued at an issue price of A$0.045 per Placement
Share;
all Placement Shares issued rank equally with all other SXG Shares on issue;
the Placement Shares were issued and allotted to long term institutional investors
and cornerstone investors;
(e) the issue of the Placement Shares raised $59,569.60;
(f)
(g)
none of the persons to whom Placement Shares have been issued were, at the time
of issue of the Placement Shares, a Director, an Associate of a Director or a Related
Party of the Company; and
an appropriate voting exclusion statement is included in the Notice.
Directors’ recommendation
The Directors unanimously recommend that SXG Shareholders vote in favour of
Resolution 2.
3. Resolution 3 – Ratification of issue of SXG Options to RMB
Introduction
As announced to ASX on 27 March 2013, the Company issued 34,255,319 SXG Options as
part of the consideration for the acquisition of the Sandstone project.
The purpose of Resolution 3 is to seek SXG Shareholder ratification for the issue of the
SXG Options.