Colonial First State Completes Historical Early Warning Reporting Disclosure Filings Respecting Shares and Warrants of Woulfe Mining Corp. With British Columbia and Alberta Securities Commissions
SYDNEY, NSW, Australia, Jan. 23, 2013 /CNW/ - This press release is being disseminated as required by National Instrument 62-103 The Early Warning System and Related Take Over Bids and Insider Reporting Issues in connection with the filing of historical early warning reports (the "Early Warning Reports") regarding the control and direction that was exercised over the ordinary shares (the "Shares") and Share purchase warrants (the "Warrants") of Woulfe Mining Corp. ("Woulfe") by Colonial First State Asset Management (Australia) Limited and Colonial First State Investments Limited ("Colonial First State") during the period that began on December 19, 2009 and ended on December 31, 2012 (the "Reporting Period"). As at January 21, 2013, Colonial First State exercised control and direction over 31,457,911 Shares and 2,500,000 Warrants of Woulfe representing approximately 10.04% of the issued and outstanding Shares of Woulfe on a partially diluted basis, assuming exercise of the Warrants by Colonial First State. Each of the Early Warning Reports that have been filed in connection with the transactions in the Shares and Warrants that were conducted by Colonial First State during the Reporting Period are attached as Schedule A to this press release.
The Shares and Warrants of Woulfe acquired by Colonial First State during the Reporting Period were acquired in the ordinary course of their businesses as portfolio managers on behalf of investment funds in respect of which they have been granted discretionary investment management authority. The Shares and Warrants were not acquired for the purpose of acquiring, changing or influencing the control of Woulfe. Colonial First State may acquire or dispose of additional Shares or Warrants from time to time.
A copy of each of the Early Warning Reports attached as Schedule A may also be found on Woulfe's continuous disclosure record at www.SEDAR.com.
ENDS
Note to editors: About Colonial First State
Colonial First State and Colonial First State Global Asset Management comprise the main funds management entities forming part of the Commonwealth Bank Group of companies. Colonial First State is one of Australia's largest fund managers, with A$149 billion in funds under administration as at 31 August 2012. Colonial First State provides investment, superannuation and retirement products to individuals as well as to corporate and superannuation fund investors. Colonial First State is a leader in providing value for money, and have investment management expertise spanning Australian and global shares, property securities, direct property, infrastructure, cash, fixed interest and credit.
Schedule A
Early Warning Reports
EARLY WARNING REPORT
FILED PURSUANT TO NATIONAL INSTRUMENT 62-103 *
(1) Name and address of the offeror:
Colonial First State Asset Management (Australia) Limited and
Colonial First State Investments Limited (collectively, "Colonial First State")
Ground Floor Tower 1, 201 Sussex Street
Sydney, NSW, 2000, Australia
Attention: Matthew Doyle, Group Substantial Shareholding Team
(2) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release and whether it was ownership or control that was acquired in those circumstances:
On December 19, 2009, Colonial First State acquired control or direction over 27,500,000 ordinary shares (the "Shares") and 13,750,000 ordinary Share purchase warrants (the "Warrants") of Woulfe Mining Corp. ("Woulfe Mining") representing approximately 20.87% of the issued and outstanding Shares of Woulfe Mining on a partially diluted basis, assuming exercise of the Warrants, based on 183,908,917 issued and outstanding Shares of Woulfe Mining.
(3) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to obligation to file the news release:
As of December 19, 2009, Colonial First State exercised control or direction over 27,500,000 Shares and 13,750,000 Warrants of Woulfe Mining representing approximately 20.87% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(4) Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph (3) over which
(i) the offeror, either alone or together with any joint actors, has ownership and control:
Not applicable.
(ii) the offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor:
Not applicable.
(iii) the offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership:
As of December 19, 2009, Colonial First State exercised control or direction over 27,500,000 Shares and 13,750,000 Warrants representing approximately 20.87% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(5) Name of the market in which the transaction or occurrence that gave rise to the news release took place:
The transaction took place by private agreement outside of the facilities of the TSX-Venture Exchange.
(5.1) The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release: Not applicable.
(6) Purpose of the offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:
The Shares and Warrants of Woulfe Mining were acquired by Colonial First State in the ordinary course of their businesses as portfolio managers on behalf of investment funds in respect of which they have been granted discretionary investment management authority. The Shares and Warrants were not acquired for the purpose of acquiring, changing or influencing the control of Woulfe Mining. Colonial First State may acquire or dispose of additional Shares or Warrants from time to time.
(7) General nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:
Not applicable.
(8) Names of any joint actors in connection with the disclosure required by this report:
Colonial First State Asset Management (Australia) Limited and Colonial First State Investments Limited are considered joint actors for the purposes of this report.
(9) In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value of the consideration paid by the offeror:
The consideration that was paid for the Shares and Warrants by Colonial First State was Cdn.$0.08 per Share and Warrant.
(10) If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer's securities:
Not applicable.
(11) If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance:
Not applicable.
DATED AT Sydney, NSW, Australia this 23rd day of January, 2013.
COLONIAL FIRST STATE ASSET
MANAGEMENT (AUSTRALIA) LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
* This is a late filing.
EARLY WARNING REPORT
FILED PURSUANT TO NATIONAL INSTRUMENT 62-103 *
(1) Name and address of the offeror:
Colonial First State Asset Management (Australia) Limited and
Colonial First State Investments Limited (collectively, "Colonial First State")
Ground Floor Tower 1, 201 Sussex Street
Sydney, NSW, 2000, Australia
Attention: Matthew Doyle, Group Substantial Shareholding Team
(2) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release and whether it was ownership or control that was acquired in those circumstances:
On May 4, 2010, Colonial First State disposed of 13,500,000 ordinary shares (the "Shares") of Woulfe Mining Corp. ("Woulfe Mining"), representing approximately 6.83% of the issued and outstanding Shares of Woulfe Mining on a partially diluted basis.
(3) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to obligation to file the news release:
As of May 4, 2010, Colonial First State exercised control or direction over 14,000,000 Shares and 13,750,000 Share purchase warrants (the "Warrants") of Woulfe Mining representing approximately 14.04% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(4) Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph (3) over which
(i) the offeror, either alone or together with any joint actors, has ownership and control:
Not applicable.
(ii) the offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor:
Not applicable.
(iii) the offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership:
As of May 4, 2010, Colonial First State exercised control or direction over 14,000,000 Shares and 13,750,000 Warrants representing approximately 14.04% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(5) Name of the market in which the transaction or occurrence that gave rise to the news release took place:
The transaction took place in the secondary market through the facilities of the TSX-Venture Exchange.
(5.1) The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release: Not applicable.
(6) Purpose of the offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:
The Shares of Woulfe Mining were disposed of by Colonial First State in the ordinary course of their businesses as portfolio managers on behalf of investment funds in respect of which they have been granted discretionary investment management authority. The Shares were not disposed of for the purpose of acquiring, changing or influencing the control of Woulfe Mining. Colonial First State may acquire or dispose of additional Shares or Warrants from time to time.
(7) General nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:
Not applicable.
(8) Names of any joint actors in connection with the disclosure required by this report:
Colonial First State Asset Management (Australia) Limited and Colonial First State Investments Limited are considered joint actors for the purposes of this report.
(9) In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value of the consideration paid by the offeror:
Not applicable.
(10) If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer's securities:
Not applicable.
(11) If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance:
Not applicable.
DATED AT Sydney, NSW, Australia this 23rd day of January, 2013.
COLONIAL FIRST STATE ASSET
MANAGEMENT (AUSTRALIA) LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
* This is a late filing.
EARLY WARNING REPORT
FILED PURSUANT TO NATIONAL INSTRUMENT 62-103 *
(1) Name and address of the offeror:
Colonial First State Asset Management (Australia) Limited and
Colonial First State Investments Limited (collectively, "Colonial First State")
Ground Floor Tower 1, 201 Sussex Street
Sydney, NSW, 2000, Australia
Attention: Matthew Doyle, Group Substantial Shareholding Team
(2) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release and whether it was ownership or control that was acquired in those circumstances:
On September 20, 2010, Colonial First State acquired control or direction over 19,915,000 ordinary shares (the "Shares") of Woulfe Mining Corp. ("Woulfe Mining") representing approximately 8.81% of the issued and outstanding Shares of Woulfe Mining on a partially diluted basis, based on 212,292,250 issued and outstanding Shares of Woulfe Mining.
(3) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to obligation to file the news release:
As of September 20, 2010, Colonial First State exercised control or direction over 37,500,000 Shares and 13,750,000 Share purchase warrants (the "Warrants") of Woulfe Mining representing approximately 22.67% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(4) Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph (3) over which
(i) the offeror, either alone or together with any joint actors, has ownership and control:
Not applicable.
(ii) the offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor:
Not applicable.
(iii) the offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership:
As of September 20, 2010, Colonial First State exercised control or direction over 37,500,000 Shares and 13,750,000 Warrants representing approximately 22.67% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(5) Name of the market in which the transaction or occurrence that gave rise to the news release took place:
The transaction took place by private agreement outside of the facilities of the TSX-Venture Exchange.
(5.1) The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release: Not applicable.
(6) Purpose of the offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:
The Shares of Woulfe Mining were acquired by Colonial First State in the ordinary course of their businesses as portfolio managers on behalf of investment funds in respect of which they have been granted discretionary investment management authority. The Shares were not acquired for the purpose of acquiring, changing or influencing the control of Woulfe Mining. Colonial First State may acquire or dispose of additional Shares or Warrants from time to time.
(7) General nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:
Not applicable.
(8) Names of any joint actors in connection with the disclosure required by this report:
Colonial First State Asset Management (Australia) Limited and Colonial First State Investments Limited are considered joint actors for the purposes of this report.
(9) In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value of the consideration paid by the offeror:
The consideration that was paid for the Shares by Colonial First State was Cdn.$0.15 per Share.
(10) If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer's securities:
Not applicable.
(11) If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance:
Not applicable.
DATED AT Sydney, NSW, Australia this 23rd day of January, 2013.
COLONIAL FIRST STATE ASSET MANAGEMENT (AUSTRALIA) LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
* This is a late filing.
EARLY WARNING REPORT
FILED PURSUANT TO NATIONAL INSTRUMENT 62-103 *
(1) Name and address of the offeror:
Colonial First State Asset Management (Australia) Limited and
Colonial First State Investments Limited (collectively, "Colonial First State")
Ground Floor Tower 1, 201 Sussex Street
Sydney, NSW, 2000, Australia
Attention: Matthew Doyle, Group Substantial Shareholding Team
(2) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release and whether it was ownership or control that was acquired in those circumstances:
On August 5, 2011, Colonial First State acquired control or direction over 154,911 ordinary shares (the "Shares") of Woulfe Mining Corp. ("Woulfe Mining") representing approximately 0.05% of the issued and outstanding Shares of Woulfe Mining on a partially diluted basis, based on 268,206,833 issued and outstanding Shares of Woulfe Mining.
(3) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to obligation to file the news release:
As of August 5, 2011, Colonial First State exercised control or direction over 37,654,911 Shares and 13,750,000 Share purchase warrants (the "Warrants") of Woulfe Mining representing approximately 18.23% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(4) Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph (3) over which
(i) the offeror, either alone or together with any joint actors, has ownership and control:
Not applicable.
(ii) the offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor:
Not applicable.
(iii) the offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership:
As of August 5, 2011, Colonial First State exercised control or direction over 37,654,911 Shares and 13,750,000 Warrants representing approximately 18.23% of the issued and outstanding Shares on a partially diluted basis, assuming exercise of the Warrants by Colonial First State.
(5) Name of the market in which the transaction or occurrence that gave rise to the news release took place:
The transaction took place in the secondary market through the facilities of the TSX-Venture Exchange.
(5.1) The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release: Not applicable.
(6) Purpose of the offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:
The Shares of Woulfe Mining were acquired by Colonial First State in the ordinary course of their businesses as portfolio managers on behalf of investment funds in respect of which they have been granted discretionary investment management authority. The Shares were not acquired for the purpose of acquiring, changing or influencing the control of Woulfe Mining. Colonial First State may acquire or dispose of additional Shares or Warrants from time to time.
(7) General nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:
Not applicable.
(8) Names of any joint actors in connection with the disclosure required by this report:
Colonial First State Asset Management (Australia) Limited and Colonial First State Investments Limited are considered joint actors for the purposes of this report.
(9) In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value of the consideration paid by the offeror:
Not applicable.
(10) If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer's securities:
Not applicable.
(11) If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance:
Not applicable.
DATED AT Sydney, NSW, Australia this 23rd day of January, 2013.
COLONIAL FIRST STATE ASSET MANAGEMENT (AUSTRALIA) LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
* This is a late filing.
EARLY WARNING REPORT
FILED PURSUANT TO NATIONAL INSTRUMENT 62-103 *
(1) Name and address of the offeror:
Colonial First State Asset Management (Australia) Limited and
Colonial First State Investments Limited (collectively, "Colonial First State")
Ground Floor Tower 1, 201 Sussex Street
Sydney, NSW, 2000, Australia
Attention: Matthew Doyle, Group Substantial Shareholding Team
(2) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release and whether it was ownership or control that was acquired in those circumstances:
On January 27, 2012, Colonial First State disposed of 16,000 ordinary shares (the "Shares") of Woulfe Mining Corp. ("Woulfe Mining"), representing approximately 0.01% of the issued and outstanding Shares of Woulfe Mining.
(3) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to obligation to file the news release:
As of January 27, 2012, Colonial First State exercised control or direction over 47,649,911 Shares of Woulfe Mining representing approximately 15.53% of the issued and outstanding Shares.
(4) Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph (3) over which
(i) the offeror, either alone or together with any joint actors, has ownership and control:
Not applicable.
(ii) the offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor:
Not applicable.
(iii) the offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership:
As of January 27, 2012, Colonial First State exercised control or direction over 47,649,911 Shares representing approximately 15.53% of the issued and outstanding Shares.
(5) Name of the market in which the transaction or occurrence that gave rise to the news release took place:
The transaction took place in the secondary market through the facilities of the TSX-Venture Exchange.
(5.1) The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release: Not applicable.
(6) Purpose of the offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:
The Shares of Woulfe Mining were disposed of by Colonial First State in the ordinary course of their businesses as portfolio managers on behalf of investment funds in respect of which they have been granted discretionary investment management authority. The Shares were not disposed of for the purpose of acquiring, changing or influencing the control of Woulfe Mining. Colonial First State may acquire or dispose of additional Shares or Warrants from time to time.
(7) General nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:
Not applicable.
(8) Names of any joint actors in connection with the disclosure required by this report:
Colonial First State Asset Management (Australia) Limited and Colonial First State Investments Limited are considered joint actors for the purposes of this report.
(9) In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value of the consideration paid by the offeror:
Not applicable.
(10) If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer's securities:
Colonial First State ceased to exercise control or direction over any Share purchase warrants (the "Warrants") of Woulfe Mining on December 13, 2011 when it completed its acquisition of 13,500,000 shares upon the exercise of 13,500,000 Warrants over which it had previously exercised control or direction.
(11) If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance:
Not applicable.
DATED AT Sydney, NSW, Australia this 23rd day of January, 2013.
COLONIAL FIRST STATE ASSET MANAGEMENT (AUSTRALIA) LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
* This is a late filing.
EARLY WARNING REPORT
FILED PURSUANT TO NATIONAL INSTRUMENT 62-103 *
(1) Name and address of the offeror:
Colonial First State Asset Management (Australia) Limited and
Colonial First State Investments Limited (collectively, "Colonial First State")
Ground Floor Tower 1, 201 Sussex Street
Sydney, NSW, 2000, Australia
Attention: Matthew Doyle, Group Substantial Shareholding Team
(2) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release and whether it was ownership or control that was acquired in those circumstances:
On April 20, 2012, Colonial First State disposed of 168,500 ordinary shares (the "Shares") of Woulfe Mining Corp. ("Woulfe Mining"), representing approximately 0.05% of the issued and outstanding Shares of Woulfe Mining.
(3) Designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to obligation to file the news release:
As of April 20, 2012, Colonial First State exercised control or direction over 41,728,911 Shares of Woulfe Mining representing approximately 13.51% of the issued and outstanding Shares.
(4) Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph (3) over which
(i) the offeror, either alone or together with any joint actors, has ownership and control:
Not applicable.
(ii) the offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor:
Not applicable.
(iii) the offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership:
As of April 20, 2012, Colonial First State exercised control or direction over 41,728,911 Shares of Woulfe Mining representing approximately 13.51% of the issued and outstanding Shares.
(5) Name of the market in which the transaction or occurrence that gave rise to the news release took place:
The transaction took place in the secondary market through the facilities of the TSX-Venture Exchange.
(5.1) The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release: Not applicable.
(6) Purpose of the offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:
The Shares of Woulfe Mining were disposed of by Colonial First State in the ordinary course of their businesses as portfolio managers on behalf of investment funds in respect of which they have been granted discretionary investment management authority. The Shares were not disposed of for the purpose of acquiring, changing or influencing the control of Woulfe Mining. Colonial First State may acquire or dispose of additional Shares or Share purchase warrants from time to time.
(7) General nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:
Not applicable.
(8) Names of any joint actors in connection with the disclosure required by this report:
Colonial First State Asset Management (Australia) Limited and Colonial First State Investments Limited are considered joint actors for the purposes of this report.
(9) In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value of the consideration paid by the offeror:
Not applicable.
(10) If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer's securities:
Not applicable.
(11) If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance:
Not applicable.
DATED AT Sydney, NSW, Australia this 23rd day of January, 2013.
COLONIAL FIRST STATE ASSET MANAGEMENT (AUSTRALIA) LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
COLONIAL FIRST STATE INVESTMENTS LIMITED
By: "John Francis Greenhalgh"
Name: John Francis Greenhalgh
Title: Secretary
* This is a late filing.
SOURCE: Colonial First State
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