Gladstone Pacific Nickel Limited (ACN 104 261 887) ("GPNL" or "the Company") - GPNL finalises shares to be issued to joint venture partner



    TORONTO, July 22 /CNW/ - GPNL is pleased to announce an amendment to its
agreement with Société Minière Georges Montagnat ("SMGM") and its
shareholders, with whom GPNL have agreed to establish an incorporated mining
joint venture ("JV") in New Caledonia, as announced on 20 August 2007. The JV
Company has been incorporated and has obtained approval for exploration of the
tenement area covered by the JV. An extensive drilling campaign commenced in
February 2008 to confirm the resource potential to JORC standards.
    Under the original agreement, approved by the Company's shareholders on
22 November 2007, GPNL had agreed to issue approximately 12 million shares to
the SMGM shareholders, in August 2010. The exact number of shares was to be
determined using a formula based on the GPNL share price at the time of issue
of the shares. GPNL has now agreed to issue a fixed 15 million shares to SMGM
in August 2010, as an amendment to this agreement. All other conditions of the
SMGM agreement remain unchanged.
    John Downie, GPNL CEO said, "Fixing the number of shares to be issued
gives GPNL certainty as to how many shares may be issued in the future and
enables other transactions to be entered into in progressing the funding of
its Gladstone Nickel Project. Fixing the number of shares avoids the
possibility of a higher number of shares being required to be issued under the
original formula and also gives the shareholders in SMGM certainty over their
interest in GPNL"
    Following the finalisation of certain administrative matters, GPNL will
acquire an initial 1% shareholding in the JV entity and the right to appoint
half the JV Company's directors. In return the shareholders of SMGM will be
offered a seat on the GPNL board.
    The issue of the fixed 15 million GPNL shares, in August 2010, will be
consideration for the purchase of an additional 48% interest in the JV entity
taking GPNL's interest in the JV entity, at that time, to 49%.

    This news release includes certain statements that may be deemed
"forward-looking statements". All statements in this news release, other than
statements of historical facts, that address future exploration drilling,
exploration activities and events or developments that the Company expects,
are forward looking statements. Although the Company believes the expectations
expressed in such forward-looking statements are based on reasonable
assumptions, such statements are not guarantees of future performance and
actual results or developments may differ materially from those in
forward-looking statements. Factors that could cause actual results to differ
materially from those in forward-looking statements include metal prices,
exploration success, continued availability of capital and financing, and
general economic, market or business conditions.





For further information:

For further information: Enquiries to: John Downie, Chief Executive
Officer, Gladstone Pacific Nickel, Tel: +61 (0) 7 3231 7100; Fiona Owen, Grant
Thornton UK LLP, Tel: +44 207 383 5100; Simon Rothschild, Bankside
Consultants, Tel: +44 207 367 8888

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Gladstone Pacific Nickel Ltd.

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