ALS LIMITED — Capital/Financing Update 2009

Oct 13, 2009

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 ASX’s 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, 24/10/2005.

Name of entity

Campbell Brothers Limited ( CPB )

ABN 92 009 657 489

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).

1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 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 +convertible securities, the conversion price and dates for conversion)	Fully paid ordinary shares
	Up to 8,939,575 ordinary shares to be issued under an undocumented renounceable Rights Issue (as detailed in the Offer Document lodged with the ASX on 1 October 2009 (Rights Issue Booklet).
	As per existing fully paid ordinary shares

• See chapter 19 for defined terms.

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4 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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering +securities into uncertificated holdings or despatch of certificates	Yes, the new fully paid ordinary shares will rank pari passu in all respects with existing fully paid ordinary shares.
	AUD$22.00 per fully paid ordinary share
	The proceeds from the rights issue will provide CPB with the balance sheet flexibility to take advantage of strategic opportunities.
	11 November 2009

8 Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)	Number	+Class
	53,620,771 Up to 8,939,575	Fully paid 0rdinary shares – Issued Fully paid ordinary shares – to be issued under the undocumented renounceable Rights Issue as detailed in the Rights Issue Booklet.

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	81,451	Performance Rights
	No change

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 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.	No
	Renounceable and tradeable on ASX
	One (1) new ordinary share for every six (6) ordinaryshares held
	Fully paid ordinary shares
	6.00pm ( Brisbane time) 12 October 2009
	No
	Where fractions arise in the calculation of an entitlement under the Rights Issue they will be rounded up to the next whole number.
	All countries other than Australia and New Zealand (refer to sections 1 and 2 of the Important Information in the Rights Issue Booklet).

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 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 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable)	5.00pm (Brisbane time) 2 November 2009
	Joint Underwriters - RBS Morgans Corporate Limited and J.P. Morgan Australia Limited
	An underwriting fee equal to 2.00% (inclusive of GST) and a management fee of 0.75% (plus GST) of the proceeds of the Rights Issue.
	N/A
	N/A
	A broker stamping fee of 1% (plus GST) will be paid on the value subscribed pursuant to a stamped Entitlement and Acceptance Form limited to $250 in respect of any one Entitlement and Acceptance Form and subject to other conditions set out in Part 9 of the 'How to Apply' section of the Rights Issue Booklet.
	N/A
	14 October 2009 (Note undocumented Rights Issue)
	N/A
	6 October 2009
	26 October 2009

• See chapter 19 for defined terms.

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30 How do+security holders sell their entitlements_in full_through a broker? 31 How do+security holders sell part of their entitlements through a broker and accept for the balance?	Shareholders who wish to sell their Entitlements in full through a broker must instruct a stockbroker personally and provide them with the necessary details as provided in the Entitlement and Acceptance Form, allowing sufficient time for instructions to be carried out by the stockbroker.
	Shareholders who wish to take up any part of their Entitlements and sell the balance through a broker must: (a) In relation to the Entitlements to be sold through a broker, instruct a broker personally and provide them with necessary details as provided in the Entitlement and Acceptance Form, allowing sufficient time for instructions to be carried out by the stockbroker; and (b) In relation to the Entitlements to be taken up, either: (i) pay the requisite Application Monies via BPAY®having regard to the number of New Shares to be accepted by following instructions set out on the personalised Entitlement and Acceptance Form; or (ii) complete the Entitlement and Acceptance Form in accordance with the instructions set out on the form, indicating the number of New Shares they wish to accept (being less than their Entitlement as specified on the Entitlement and Acceptance Form) and send the completed Entitlement and Acceptance Form (together with Application Monies) to: Campbell Brothers Limited Offer C/O Computershare Investor Services Pty Limited GPO Box 505 Melbourne VIC3001 Australia

• See chapter 19 for defined terms.

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• 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

Shareholders who wish to transfer their Entitlement to another person other than through a broker must complete a standard renunciation form (obtainable from their stockbroker or CPB's share registry) in favour of the transferee and give that form to the transferee.

• 33 +Despatch date

11 November 2009

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities ( tick one )

• (a)[Securities described in Part 1 ]

• (b)[All other securities ]

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

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

• 35 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

• 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories

• 1 - 1,000

• 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

• 37 A copy of any trust deed for the additional[+] securities

• See chapter 19 for defined terms.

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Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought 40 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 41 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) Number +Class 42 Number and +class of all +securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• 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.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• 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.

• 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.

• 3 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.

• 4 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.

Sign here:

==> picture [180 x 43] intentionally omitted <==

Date: 14 October 2009

(Company secretary)

Print name: TIM MULLEN

== == == == ==

• See chapter 19 for defined terms.

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