COMET RIDGE LIMITED - Capital/Financing Update 2012

==> picture [95 x 59] intentionally omitted <==

Comet Ridge Limited Level 1 283 Elizabeth Street Brisbane Qld 4000 Phone: +61 7 3221 3661 Fax: +61 7 3221 3668 [email protected]

15 August 2012

Company Announcements Officer Australian Securities and Exchange Limited Exchange Centre Level 4, 20 Bridge Street Sydney, NSW 2000

Dear Sir / Madam

DESPATCH OF RETAIL ENTITLEMENT OFFER BOOKLET AND ENTITLEMENT ACCEPTANCE FORMS

On 7 August 2012, Comet Ridge Limited (Comet) announced an accelerated nonrenounceable pro rata entitlement offer of one (1) new fully paid ordinary share in Comet for every four (4) Comet shares held at 7:00pm (AEST) on 10 August 2012 by shareholders with a registered address in Australia and New Zealand and any other jurisdiction Comet decided to make offers.

Attached is a copy of the Retail Entitlement Offer Booklet which Comet is today despatching to each eligible shareholder accompanied by a personalised entitlement acceptance form.

Yours faithfully Comet Ridge Limited

==> picture [142 x 42] intentionally omitted <==

Stephen Rodgers Company Secretary

==> picture [146 x 67] intentionally omitted <==

Comet Ridge

==> picture [596 x 471] intentionally omitted <==

----- Start of picture text -----

Retail
Entitlement
Offer
A non-renounceable entitlement issue of
1 New Share for every 4 Shares held at
an Issue Price of A$0.10 per New Share .
----- End of picture text -----

==> picture [596 x 187] intentionally omitted <==

Table of Contents	Table of Contents
Important Notices............................................................................................................................. 2
1.	Key Offer Information ............................................................................................................. 5
2.	Chairman’s Letter................................................................................................................... 7
3.	Details of the Offer ................................................................................................................. 8
4.	What Eligible Shareholders May Do .................................................................................... 11
5.	Investor Presentation and ASX Annoucements .................................................................. 15
6.	Additional Information ..........................................................................................................37
7.	Glossary ...............................................................................................................................45
8.	Corporate Directory..............................................................................................................47

Important Notices

Defined terms in these Important Notices have the meaning given in Section 7. Notwithstanding any references to the contrary, all references to time in this Retail Entitlement Offer Booklet are to AEST.

References to “you” and “your Entitlement”

In this Retail Entitlement Offer Booklet, references to “you” are references to Eligible Retail Shareholders and references to “your Entitlement” (or “your Entitlement and Acceptance Form”) are references to the Entitlement and Acceptance Form of Eligible Retail Shareholders.

The Retail Entitlement Offer to which this Retail Entitlement Offer Booklet relates complies with the requirements of section 708AA of the Corporations Act as notionally modified by ASIC Class Order 08/35 and accordingly, this Retail Entitlement Offer Booklet is without disclosure under Part 6D.2 of the Corporations Act and is not required to be lodged or registered with ASIC. This Retail Entitlement Offer Booklet is provided for information purposes and is not, and does not purport to be a prospectus or other disclosure document for the purposes of the Corporations Act. Accordingly, this Retail Entitlement Offer Booklet does not contain all of the information which would otherwise be required to be disclosed in a prospectus or other disclosure document, and does not necessarily contain all of the information which a prospective investor may require to make an investment decision.

This Retail Entitlement Offer Booklet is dated 15 August 2012. Neither ASIC nor ASX, nor any of their officers or employees takes responsibility for this Retail Entitlement Offer or the merits of the investment to which this Offer relates.

Not investment advice

You should read this Retail Entitlement Offer Booklet in its entirety and refer to the releases made by Comet Ridge Limited to ASX before deciding whether to apply for New Shares. In particular, you should consider the risk factors outlined in the “Key Risks” section of the Investor Presentation in section 5 of this Retail Entitlement Offer Booklet and consider these factors in light of your personal circumstances, including financial and taxation issues. The information provided in this Retail Entitlement Offer Booklet is not financial product advice and has been prepared without taking into account your investment objectives, financial circumstances or particular needs. Comet Ridge is not licensed to provide financial product advice in respect of the New Shares. You should conduct your own independent review, investigation and analysis of the New Shares the subject of the Retail Entitlement Offer. If you are in any doubt as to how to deal with this Retail Entitlement Offer or have any questions, you should contact your professional adviser without delay. You should obtain any professional advice you require to evaluate the merits and risks of an investment in Comet Ridge Limited before making any investment decision based on your investment objectives.

Overseas Shareholders

This Retail Entitlement Offer Booklet does not, and is not intended to, constitute an offer, invitation or issue in any place in which, or to any person to whom, it would be unlawful to make such an offer, invitation or issue. This Retail Entitlement Offer Booklet has not been, nor will it be, lodged, filed or registered with any regulatory authority under the securities laws of any country.

Where it is not practical for the Company to comply with the securities laws of certain overseas jurisdictions having regard to the number of overseas Shareholders, the number and value of the New Shares such Shareholders would be offered, the costs of compliance and the regulatory requirements of the relevant overseas jurisdictions, the Company has not made offers to such Shareholders in those jurisdictions.

Not for distribution or release in the United States

This Retail Entitlement Offer Booklet does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. None of this Retail Entitlement Offer Booklet, the announcements to be released on the securities exchange operated by ASX and the Investor Presentation reproduced in it, nor the Entitlement and Acceptance Form, may be distributed to or released in the United States. The New Shares have not been, and will not be, registered under the US Securities Act of 1933 or the securities laws of any state or other jurisdiction of the United States. The Entitlements may not be taken up by persons in the United States. The New Shares may not be offered, or sold, or resold, in the United States except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and any applicable securities laws of any state or other jurisdiction of the United States. The New Shares to be offered and sold to Eligible Retail Shareholders will be sold only in “offshore transactions” (as defined in Rule 902(h) under the US Securities Act) in compliance with Regulation S under the US Securities Act.

No Entitlement trading

Entitlements are non-renounceable and will not be tradable on the ASX or otherwise transferable. Accordingly, you cannot, in most circumstances, withdraw your application for New Shares once it has been accepted.

Underwriting/Sub-Underwriting

The Offer is partly underwritten. Wilson HTM Corporate Finance Ltd ( Wilson HTM ) has been appointed as Underwriter to underwrite the first 18,000,000 Shares subscribed for under the Retail Entitlement Offer ( Shortfall ). Wilson HTM has entered into sub-underwriting arrangements with certain third parties, including with Gilby Resources Pty Ltd ATF The Gilby Investment Trust (being an entity in which Mr Anthony Gilby (Director of COI) has a controlling interest). Details of the Underwriting Agreement and sub-underwriting referred to above are set out in Section 6 of this Retail Entitlement Offer Booklet.

Future performance

The pro forma financial information (including past performance information) provided in this Retail Entitlement Offer Booklet is for information purposes only and is not a forecast of operating results to be expected in any future period. Except as required by law, and only then to the extent so required, neither Comet Ridge nor any other person warrants or guarantees the future performance of Comet Ridge or any return on any investment made pursuant to this Retail Entitlement Offer Booklet.

Financial forecasts and other forward looking statements

Some of the statements appearing in this Retail Entitlement Offer Booklet may be in the nature of forward looking statements, including statements of current intention, statements of opinion and predictions as to possible future events. You should be aware that such statements are not statements of fact and there can be no certainty of outcome in relation to

the matters to which the statements relate. Forward looking statements are subject to many inherent risks and uncertainties before actual outcomes are achieved.

Actual outcomes may differ materially from the events, intentions or results expressed or implied in any forward looking statement in this Retail Entitlement Offer Booklet. None of Comet Ridge Limited or persons named in this Retail Entitlement Offer Booklet or any person involved in the preparation of this Retail Entitlement Offer Booklet makes any representation or warranty (express or implied) as to the accuracy or likelihood of fulfilment of any forward looking statement, or any intentions or outcomes expressed or implied in any forward looking statement. You are cautioned not to place undue reliance on any forward looking statement having regard to the fact that the outcome may not be achieved.

No representations other than as set out in this Retail Entitlement Offer Booklet

No person is authorised to give any information or make any representation in connection with the Retail Entitlement Offer other than as contained in this Retail Entitlement Offer Booklet. Any information or representation in connection with the Retail Entitlement Offer not contained in this Retail Entitlement Offer Booklet is not, and may not be relied upon as having been authorised by the Company or any of its officers.

Defined terms

Defined terms and abbreviations used in this Retail Entitlement Offer Booklet are explained in Section 7.

1. Key Information

Summary Retail Entitlement Offer Information

Issue Price per New Share A$0.10 per New Share payable in full on application Shareholder entitlements 1 New Share for every 4 Shares held on the Record Date Discount of the Issue Price to the closing price of 20.0% A$0.125 on 6 August 2012 Discount of the Issue Price to the theoretical ex16.7% entitlements price of A$0.120 using the closing price on 6 August 2012 Discount of the Issue Price to the 5 day volume 23.3% weighted average price up to 6 August 2012 of A$0.1304 Maximum number of New Shares to be issued under 38,979,591 New Shares the Retail Entitlement Offer[1.] Maximum amount which may be raised under the A$3,897,959 Retail Entitlement Offer Maximum number of Shares on issue following the 410,276,430 Shares Entitlement Offer[1. 2.]

1 . Excludes any vested options that may be exercised prior to the Record Date

2. Includes the Shares issued under the Institutional Entitlement Offer and Placement.

Indicative Timetable

Activity	Date
Announcement of the Offer	7 August 2012
Announcement of completion of the Institutional Entitlement Offer and Placement	9 August 2012
Record Date for Entitlement Offer (7.00pm AEST)	10 August 2012
Retail Entitlement Offer Booklet and Entitlement & Acceptance Form dispatched	15 August 2012
Retail Entitlement Offer opens	15 August 2012
Allotment of Shares under the Institutional Entitlement Offer and Placement	16 August 2012
New Shares issued under the Institutional Entitlement Offer and Placement commence trading on a normal basis	17 August 2012
Closing date for acceptances under Retail Entitlement Offer (5.00pm AEST)	29 August 2012
Allotment of New Shares issued under the Retail Entitlement Offer	5 September 2012
Dispatch of holding statements for New Shares issued under the Retail Entitlement Offer	6 September 2012
Normal ASX trading for New Shares issued under the Retail Entitlement Offer commences	6 September 2012

These dates are indicative only and may be subject to change. Subject to the Corporations Act, the Listing Rules and other applicable laws, the Directors reserve the right to vary the dates of the Entitlement Offer. The Directors reserve the right not to proceed with the whole or part of the Retail Entitlement Offer at any time prior to issue of the New Shares. In that event, Application Monies (without interest) will be returned in full to the applicants. An extension of the Closing Date for the Retail Entitlement Offer will delay the anticipated date for issue of the New Shares. The commencement of quotation of New Shares is subject to confirmation from ASX.

Eligible Retail Shareholders wishing to participate in the Retail Entitlement Offer are encouraged to submit their Entitlement and Acceptance Form and Application Monies as soon as possible after the Retail Entitlement Offer opens. You cannot, in most circumstances, withdraw the application once it has been accepted. No cooling-off rights apply to the Retail Entitlement Offer.

If you have any questions, please call Computershare at any time between 8.30am to 5.30pm (AEST) on 1300 55 22 70 (within Australia) or +61 3 9415 4000 (outside Australia) Monday to Friday during the Retail Entitlement Offer period. If you are in any doubt as to whether you should participate in the Retail Entitlement Offer you should consult your stockbroker, accountant, solicitor or other professional adviser.

2. Chairman’s Letter

Dear Shareholder,

On 7 August 2012 Comet Ridge Ltd ( “Comet Ridge” ) announced it would seek to raise up to approximately $7.7 million in new equity to fund the Company’s exploration and appraisal activities for 2012/13 and provide for additional working capital. The equity is being raised through a 1 for 4 accelerated non-renounceable pro rata entitlement offer of fully paid ordinary shares ( “New Shares” ) to existing shareholders ( “Entitlement Offer” ). On 9 August 2012 Comet Ridge also announced a placement ( “Placement” ) of 25,000,000 New Shares to institutional and sophisticated investors to raise a further $2.5m. The Entitlement Offer and Placement (together the "Offer” ) is being undertaken at an issue price of $0.10 per New Share.

Comet Ridge undertook the Placement and the institutional component of the Entitlement Offer ( “Institutional Entitlement Offer” ) on 7-8 August 2012. Both were strongly supported by existing and new institutional shareholders and completion was announced by Comet Ridge on 9 August 2012 to raise $6.3 million. Under the retail component of the Entitlement Offer ( “Retail Entitlement Offer" ) , eligible retail shareholders are now invited to apply for 1 New Share at a price of $0.10 per New Share for every 4 Comet Ridge shares held by them at 7:00pm (AEST) on Friday, 10 August 2012 (the "Record Date" ) on the terms set out in this Retail Entitlement Offer Booklet ( "Entitlement" ). This price is the same as the offer to institutional shareholders and investors under the Placement and Institutional Entitlement Offer. Eligible retail shareholders may also apply for New Shares in excess of their Entitlement ( “Additional Shares” ).

Wilson HTM Corporate Finance Ltd ( “Wilson HTM” ) has been appointed as Lead Manager to the Offer and is partly underwriting the Retail Entitlement Offer.

Two Directors of Comet Ridge, myself and Mr Anthony Gilby (Non-Executive Director) participated in the Institutional Entitlement Offer for all or part of our Entitlements. The other Directors of the Company intend to participate in the Retail Entitlement Offer for all or part of their Entitlements.

I encourage you to read the Retail Entitlement Offer Booklet before deciding whether or not to take up your Entitlement. You may wish to obtain professional advice to assist you with your decision. The Retail Entitlement Offer closes at 5.00pm (AEST) on, Wednesday, 29 August 2012. To participate in the Retail Entitlement Offer, you must have applied for New Shares so that your completed Entitlement and Acceptance Form and application money, or BPAY® payment, is received by this time. You may choose to take up all, part or none of your Entitlement. Subject to certain exceptions, Shareholders recorded on the share register with an address outside Australia and New Zealand are not eligible to participate in the Retail Entitlement Offer. If you have any questions in respect of the Retail Entitlement Offer please consult your stockbroker, accountant or other professional adviser.

On behalf of the Board of Comet Ridge, I thank you for your continued support of Comet Ridge and invite you to consider this investment opportunity.

Yours faithfully

==> picture [103 x 55] intentionally omitted <==

James McKay

Non-Executive Chairman

3. Details of the Offer

The Offer

The Company is making an accelerated non-renounceable pro rata entitlement offer of New Shares on the basis of 1 New Share for every 4 Shares held on the Record Date by eligible shareholders. The Issue Price for each New Share is A$0.10 which is payable in full on application. Fractional entitlements are being rounded up to the next whole New Share.

The Closing Date for receipt of Entitlement and Acceptance Forms and payment of Application Monies from Eligible Retail Shareholders is 5.00pm (AEST) on, Wednesday, 29 August 2012 or such other date as the Directors may determine, subject to the requirements of the Listing Rules and other applicable law. There is no minimum subscription.

The maximum number of New Shares which may be issued under the Retail Entitlement Offer (together with the New Shares issued under the Placement and Institutional Entitlement Offer) will be approximately 102.1 million. The details of the use of the proceeds of the Placement and Entitlement Offer are set out below.

Additional Shares

Eligible Retail Shareholders may apply for New Shares in excess of their Entitlement. Any Additional Shares will be limited to the extent that there are sufficient New Shares from Eligible Retail Shareholders who do not take up their full Entitlement.

If you apply for Additional Shares, then subject to Comet Ridge’s absolute discretion to scale back your application for Additional Shares (in whole or in part), you will be issued those Additional Shares. Comet Ridge’s decision on the number of Additional Shares to be allocated to you will be final.

New Shares and Additional Shares issued under the Retail Entitlement Offer will rank equally with existing Shares.

CHESS

The Company participates in the Clearing House Electronic Subregister System, known as CHESS. ASX Settlement and Transfer Corporation Pty Ltd ACN 008 504 532 ( ASTC ), a wholly owned subsidiary of ASX, operates CHESS in accordance with the Listing Rules and ASTC Settlement Rules.

Under CHESS, Applicants will not receive a certificate but will receive a statement of their holding of New Shares.

If you are registered in the Issuer Sponsored Subregister, your statement will be despatched by Computershare Investor Services Pty Limited and will contain the number of New Shares issued to you under this Retail Entitlement Offer Booklet and your security holder reference number.

A CHESS statement or Issuer Sponsored statement will routinely be sent to Shareholders at the end of any calendar month during which the balance of their holding changes. Shareholders may request a statement at any other time; however, there may be a charge associated with the provision of this service.

Overseas Shareholders

This Retail Entitlement Offer Booklet does not constitute an offer or issue in any place in which, or to any person to whom, it would be unlawful to make such an offer or issue. Subject to certain exceptions, the Retail Entitlement Offer is not being extended to, and New Shares will not be issued or allotted to Shareholders with registered addresses outside of Australia or New Zealand.

Subject to certain exceptions in respect of certain foreign jurisdictions, Comet Ridge has determined that it would be unreasonable to make the Retail Entitlement Offer to shareholders resident outside Australia or New Zealand, having regard to the number of shareholders and the costs in complying with the legal and regulatory requirements in those jurisdictions. No action has been taken to register or qualify the New Shares or the Entitlement Offer or otherwise to permit an offering of the New Shares in any jurisdiction outside Australia and New Zealand. Accordingly, subject to certain exceptions, Entitlement and Acceptance Forms will not be sent to Shareholders outside of Australia or New Zealand. The distribution of this Retail Entitlement Offer Booklet and the accompanying Entitlement and Acceptance Form outside of Australia or New Zealand may be restricted by law and persons who come into possession of this Retail Entitlement Offer Booklet and the accompanying Entitlement and Acceptance Form should seek advice on and observe those restrictions. Any failure to comply with those restrictions may constitute a violation of applicable securities laws. The Company reserves the right to treat as invalid any Entitlement and Acceptance Form which does not comply with the requirements of this Retail Entitlement Offer Booklet or the Entitlement and Acceptance Form or which the Company believes has been sent for or on the account of a person not entitled to participate in the Retail Entitlement Offer.

Impact of the Entitlement Offer and Placement on your Shareholding

The issue of New Shares pursuant to the Placement or Entitlement Offer is not expected to have any material effect or consequence on the control of Comet Ridge. However, to the extent that any shareholder fails to take up their entitlements to New Shares under the Retail Entitlement Offer, that shareholder’s percentage holding in Comet Ridge will be diluted by those other shareholders who take up some or all of their entitlement. Shareholders generally will also have their percentage holdings diluted by the issue of shares in the Placement.

Use of Proceeds

The net proceeds of the Offer will be used to fund Comet Ridge’s exploration and appraisal activities for 2012/13 and provide for additional working capital for the Company.

Directors’ intentions

Two Directors of Comet Ridge, Mr James McKay (Chairman) and Mr Anthony Gilby (NonExecutive Director) participated in the Institutional Entitlement Offer for all or part of their Entitlements as an indication of their ongoing support of the Company. The other Directors of the Company intend to participate in the Retail Entitlement Offer for all or part of their Entitlements.

Capital structure

The following table shows the proposed capital structure of the Company on completion of the Placement and Entitlement Offer. The exact number of New Shares to be issued may vary and will be dependent on the number of Eligible Shareholders and their entitlements, and the level of acceptances under the Retail Entitlement Offer.

Shares	Number
Existing Shares on issue at the date of this Retail Entitlement Offer Booklet	308,221,144
New Shares issued under the Placement and Institutional Entitlement Offer	63,075,695
Maximum number of New Shares to be issued under the Retail Entitlement Offer	38,979,591
Maximum total shares on issue after the Retail Entitlement Offer2	410,276,430
Existing options to acquire shares on issue at the date of this announcement1	2,500,000

1 The options on issue are not quoted, and their terms do not provide for participation in pro rata issues. As at the date of this announcement a letter had been circulated to all Option holders providing notice of the Issue and advising that in order to participate they need to exercise their option.

2 Assumes that no Options are exercised prior to the Record Date.

4. What Eligible Shareholders May Do

This section relates to Eligible Shareholders.

Your Entitlement to New Shares is shown on the accompanying Entitlement and Acceptance Form. Before taking any action in relation to the Retail Entitlement Offer, you should read this Retail Entitlement Offer Booklet in its entirety, and seek professional advice from your professional adviser.

You may:

take up all of your Entitlement to New Shares and apply for Additional Shares in excess of your Entitlement;
take up part of your Entitlement to New Shares and allow the balance to lapse; or
do nothing and allow all of your Entitlement to New Shares to lapse.

Eligible Retail Shareholders who do not participate in the Retail Entitlement Offer, or participate for an amount less than their Entitlement, will have their percentage holding in Comet Ridge reduced.

Please note that the allocation and issue of Additional Shares is at the sole discretion of Comet Ridge and any scaleback may be applied in its discretion, having regard to the circumstances as at the time of the close of the Retail Entitlement Offer.

By applying for and being issued Additional Shares, Eligible Retail Shareholders may reduce the extent of dilution as a result of the Placement.

Please also note that if you are an Eligible Retail Shareholder who is a “related party” in relation to Comet Ridge (as that term is defined in the ASX Listing Rules), you may apply to take up your Entitlement in part or in full, but may not apply for Additional Shares.

Eligible Retail Shareholders

Eligible Retail Shareholders are persons who are registered as a holder of Existing Shares as at the Record Date (being 7:00pm (AEST)) Friday, 10 August, 2012 and who:

have an address on the share register in Australia or New Zealand or are a Shareholder that Comet Ridge has otherwise determined is eligible to participate;
are not in the United States; and
were not invited to participate in the Institutional Entitlement Offer.

Eligible Retail Shareholders will receive a personalised Entitlement and Acceptance Form setting out their Entitlement which accompanies this Retail Entitlement Offer Booklet. Shareholders who are not Eligible Retail Shareholders, and who were not invited to participate in the Institutional Entitlement Offer, will be notified that the Entitlement Offer will not be extended to them.

If you wish to take up all of your Entitlement to New Shares

If you wish to take up your Entitlement to New Shares, (in part or in full) or if you wish to take up your Entitlement in full and apply for Additional Shares you should complete the accompanying Entitlement and Acceptance Form (in accordance with the instructions set out in the Entitlement and Acceptance Form) and by indicating the number of New Shares you wish to subscribe for. If you want to apply for Additional Shares in excess of your Entitlement, write in the total number of New Shares that you are applying for in accordance with the instructions set out in the Entitlement and Acceptance Form and send the completed Entitlement and Acceptance Form together with your cheque (in Australian currency) made payable to Comet Ridge Ltd – Share Issue A/C for the applicable Application Monies to the Share Registry at the address set out on the Entitlement and Acceptance Form. Completed Entitlement and Acceptance Forms must reach the Share Registry by no later than 5:00 pm AEST on the Closing Date of 29 August 2012.

For Eligible Retail Shareholders wishing to pay by BPAY® (only available to Eligible Retail Shareholders who hold an account with an Australian financial institution that supports BPAY®):

You should make your payment in respect of your Application Monies via BPAY® for the number of New Shares you wish to subscribe for (being the issue price of $0.10 per New Share multiplied by the number of New Shares you are applying for, including any Additional Shares.
Please follow the instructions on your personalised Entitlement and Acceptance Form (which includes the Biller Code and your unique Reference Number).
Your BPAY® payment must be received by no later than 5.00pm (AEST) on Wednesday, 29 August 2012. Applicants should be aware that their own financial institution may impose earlier cut off times with regards to electronic payment, and should therefore take this into consideration when making payment. It is the responsibility of the applicant to ensure that funds submitted through BPAY® are received by this time.
For payment by BPAY® you do not need to submit your Entitlement and Acceptance Form but, by making a payment through BPAY® you will be taken to have made the declarations set out in the Entitlement and Acceptance Form.
Please make sure to use the specific Biller Code and unique Reference Number on your personalised Entitlement and Acceptance Form.

If you have more than one holding of shares you will be sent more than one personalised Entitlement and Acceptance Form and you will have separate Entitlements for each separate holding. If you receive more than one personalised Entitlement and Acceptance Form, please only use the Reference Number specific to the Entitlement on that form. If you inadvertently use the same Reference Number for more than one of your Entitlements, you will be deemed to have applied only for Entitlements to which that Reference Number applies.

If the amount of your cheque, bank draft, money order or BPAY® payment for Application Monies is insufficient to pay in full for the number of New Shares (and any Additional Shares) you have applied for, you will be taken to have applied for such lower whole number of New Shares as your cleared Application Monies will pay for. Alternatively, your Application will be rejected.

Comet Ridge will treat you as applying for as many New Shares as your payment will pay for in full, subject to any scaleback it may determine to implement in its absolute discretion in respect of any Additional Shares. Amounts received in excess of the Application Monies for your Entitlement ( Excess Amount ) may be treated as an application to apply for as many Additional Shares as your Excess Amount will pay for in full.

Any amount received by Comet Ridge in excess of your final allocation of New Shares and Additional Shares (as the case may be) will be refunded and no interest will be paid on any Application Money received or refunded.

If you apply for Additional Shares in excess of your Entitlement and you are not allocated all or some of the Additional Shares applied for, the relevant Application Monies will be refunded to you in accordance with the Corporations Act, without interest.

If you take no action your Entitlement under the Retail Entitlement Offer will lapse.

If you wish to take up part of your Entitlement to New Shares and allow the balance to lapse

If you wish to take up part of your Entitlement to New Shares and allow the balance to lapse, complete the Entitlement and Acceptance Form in accordance with the instructions set out in the Entitlement and Acceptance Form for those Entitlements you wish to accept. The completed Entitlement and Acceptance Form should be sent together with your cheque or BPAY® payment for the applicable Application Monies to the Share Registry at the address set out on the Entitlement and Acceptance Form by no later than 5:00 pm AEST on the Closing Date of Wednesday, 29 August 2012.

Dilution

Eligible Retail Shareholders who participate in the Retail Entitlement Offer in respect of all or part of their Entitlement will see their percentage holding in Comet Ridge reduce as a result of the Placement.

Entitlement to New Shares not taken up

If you decide not to take up all or part of your Entitlement to New Shares, do not take any further action and the Entitlement will lapse. You will receive no payment for your lapsed Entitlements. You cannot sell or transfer your Entitlements to another person. Your holding of existing Shares will, however, be diluted because the issue of New Shares will increase the total number of Shares on issue.

Entitlement and Acceptance Form is binding

A completed and lodged Entitlement and Acceptance Form, or a payment made through BPAY®, constitutes a binding offer to apply for New Shares on the terms and conditions set out in this Retail Entitlement Offer Booklet and, once lodged or paid, cannot be withdrawn. Your application will be considered to be for as any New Shares as your payment will cover. If the Entitlement and Acceptance Form is not completed correctly it may still be treated as a valid application for New Shares. The Directors’ (or their delegates’) decision whether to treat an acceptance as valid and how to construe, amend or complete the Entitlement and Acceptance Form is final. By completing and returning your personalised Entitlement and Acceptance Form with the requisite Application Monies or making a payment by BPAY®, you will also be deemed to have acknowledged, represented and warranted on your own behalf and on behalf of each person on whose account you are acting that:

(a) you are an Eligible Retail Shareholder;
(b) you have read and understood this Retail Entitlement Offer Booklet and your Entitlement and Acceptance Form in their entirety;
(c) you agree to be bound by the terms of the Retail Entitlement Offer, provisions of the Retail Entitlement Offer Booklet and Comet Ridge’s constitution;
(d) you declare that you are over 18 years of age and have full legal capacity and power to perform all of your rights and obligations under the Entitlement and Acceptance Form;
(e) all details and statements in the Entitlement and Acceptance Form are complete and accurate;
(f) you authorise Comet Ridge to register you as the holder of New Shares issued to you; (g) once Comet Ridge (or the Registry) receives the Entitlement and Acceptance Form or any payment of Application Monies via BPAY®, you may not withdraw it except as allowed by law;
(h) you agree to apply for the number of New Shares (including any Additional Shares) specified in the Entitlement and Acceptance Form, or for which you have submitted payment of any Application Monies via BPAY®, at the Issue Price per New Share;
(i) you agree to be issued the number of New Shares (including any Additional Shares) that you apply for in the Entitlement and Acceptance Form and that potentially (in the case of an application in excess of your Entitlement) a lesser number of Additional Shares may be issued to you than that applied for;
(j) if you apply for Additional Shares, you declare that you are not a related party (as that term is defined in the ASX Listing Rules);
(k) you authorise Comet Ridge, the Share Registry and their respective officers or agents, to do anything on your behalf necessary for the New Shares to be issued to you, including to act on instructions of the Share Registry upon using the contact details set out in the Entitlement and Acceptance Form;

(l) you authorise Comet Ridge to correct any errors in your Entitlement and Acceptance Form or other form provided by you;
(m) you declare that you were the current registered holder(s) on the Record Date of that number of Existing Shares as indicated on the Entitlement and Acceptance Form as being held by you;
(n) you agree to provide (and direct your nominee or custodian to provide) any requested substantiation of your eligibility to participate in the Retail Entitlement Offer and of your holding of Existing Shares on the Record Date;
(o) you acknowledge that the information contained in this Retail Entitlement Offer Booklet and the Entitlement and Acceptance Form is not investment advice or a recommendation that New Shares are suitable for you given your investment objectives, financial situation or particular needs, and that the Retail Entitlement Offer Booklet is not a prospectus, does not contain all of the information that you may require in order to assess an investment in Comet Ridge and is given in the context of Comet Ridge’s past and ongoing continuous disclosure announcements to ASX;
(p) you acknowledge the statement of risks in the “Key Risks” section of the Investor Presentation, and that investments in Comet Ridge are subject to investment risk;
(q) you acknowledge that none of Comet Ridge, the Underwriter or their respective related bodies corporate and affiliates and their respective directors, officers, partners, employees, representatives, agents, consultants or advisers guarantees the performance of Comet Ridge, nor do they guarantee the repayment of capital;
(r) you are not in the United States and are not otherwise a person to whom it would be illegal or unlawful to make an offer or issue of New Shares under the Retail Entitlement Offer;
(s) you represent and warrant that the law of any other place does not prohibit you from being given this Retail Entitlement Offer Booklet and the Entitlement and Acceptance Form, nor does it prohibit you from making an application and that you are otherwise eligible to participate in the Retail Entitlement Offer; and
(t) you have not and will not send any materials relating to the Retail Entitlement Offer to any person in the United States or any other country outside Australia and New Zealand, except Australian nominees and custodians may send this document to beneficial shareholders who are institutional investors in other countries listed in, and to the extent permitted under, the section captioned “Foreign Jurisdictions” in the attached Investor Presentation.

5. Investor Presentation and ASX Announcements

Comet Ridge Limited

==> picture [209 x 239] intentionally omitted <==

==> picture [468 x 352] intentionally omitted <==

==> picture [479 x 358] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [469 x 353] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [479 x 359] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [69 x 8] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [429 x 179] intentionally omitted <==

----- Start of picture text -----

148° 30' E 148° 45' E 149° 00' E
Struan
Mahalo 1 Mahalo 2 Humboldt Humboldt 1 Cairns 0 250km
Struan 1 Somerby 1 Mira Mira 1 Mt Isa MAP COVERAGE TownsvilleMackay
Refer Insetfor Detail Longreach RockhamptonGladstone
Girriwa Scrubber Gully 1 Charleville BRISBANE
Lowesby 1
24° 15' S 24° 15' S
Sunlight 1
LEGEND
Mahalo JV Area
Katrina 1 Other Tenement
HumboldtCreek 1 CSG well
Conventional well
Pilot CSG well
Rolleston ATP 337P - MAHALO JV AREA 989 sq km RoadGas Pipeline
Mahalo Pilot 24° 30' S Town / locality
Mahalo 1 Planet Downs
Mahalo 2
Mahalo 4 N
0 5 10km
Mahalo 3
Mahalo 5 Consuelo Mahalo 6
0 250 500m ATP 337P - MAHALO JV AREAPILOT WELL LOCATIONS
148° 30' E 148° 45' E 149° 00' E
----- End of picture text -----

==> picture [267 x 102] intentionally omitted <==

==> picture [16 x 22] intentionally omitted <==

Comet Ridge Limited

==> picture [290 x 189] intentionally omitted <==

Comet Ridge Limited

==> picture [231 x 202] intentionally omitted <==

----- Start of picture text -----

N Charters Towers Bowen Comet Ridge Limited ATP 1015P
QER FARM-IN AREA
REGIONAL LOCATION
ATP 743P 0 100km
(6476 km )2
Mackay LEGEND
Comet Ridge Tenement
ATP 744P (6515 km )2 Eastern Margin Coal Tenements & LeasesATP1015Lake Galilee Farm-in Area
Gunn Project Area
Comet Ridge Limited well
Farm-in AreaLake Galilee Gas Pipeline (existing & proposed)
ATP 1015P (825 km )2
Clermont
Gunn Project Area
Rockhampton
Barcaldine Emerald
Gladstone
ATP 337P
(989 km )2
Blackall Mahalo JV Area Biloela
G A L I L E E
B O W E N
B A S I N B A S I N
----- End of picture text -----

==> picture [434 x 89] intentionally omitted <==

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
146° E 148° E
Hughenden
ATP 743P
(6476 km )2 N
22° S Moranbah 22° S
Dysart
Clermont
ATP 744P
(6515 km )2
Longreach
Barcaldine Emerald
146° E 148° E
0 500km LEGEND 0 250 500km
Cairns Comet Ridge Tenement - granted
Mt Isa Townsville Galilee Basin
Mackay Seismic Comet Ridge Limited
Longreach Gladstone Proposed Comet seismic survey ATP 743P & ATP 744P
BRISBANE Existing Seismic Coverage SEISMIC SURVEY AREAS
G A L I L E E
B A S I N
----- End of picture text -----

==> picture [69 x 8] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [220 x 177] intentionally omitted <==

----- Start of picture text -----

150° E
PEL 427 Goondiwindi PERMITS BY OPERATOR
QLD
Santos
NSW
Moree PEL 6
Grafton Comet Ridge Interest
30° S 30° S Gas pipeline
PEL 238 Narrabri Proposed Gas pipeline
PEL 428 PEL
434 Gunnedah
Tamworth
Dubbo
Newcastle
Orange Bathurst
N
SYDNEY
Wollongong 0 100 200km
35° S Wagga Wagga 150° E 35° S
----- End of picture text -----

==> picture [16 x 18] intentionally omitted <==

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [455 x 32] intentionally omitted <==

Comet Ridge Limited

==> picture [470 x 257] intentionally omitted <==

----- Start of picture text -----

Q3 2012 Q4 2012 Q4 2012
DRILL DRILL DRILL 4
MAHALO MIRA CORE HOLES
PILOT PILOT
WELLS WELLS
RUN MAHALO PILOT RUN MIRA PILOT
Qtr 3 Qtr 4 Qtr 1 Qtr 2
2012 2013
PRODUCTION TEST GUNN-2 WELL
Q3 2012
DRILL Q3 2012
GUNN 2 COMPLETE
WELL GUNN 2
Q4 2012
DRILL 2
APPRAISAL
WELLS
MAHALO Free carry &non-operated
GALILEE
operated & 100%
GALILEE Farm-in Area & operated
----- End of picture text -----

Comet Ridge Limited

==> picture [442 x 71] intentionally omitted <==

==> picture [469 x 352] intentionally omitted <==

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

Indicative Timetable

Comet Ridge Limited

	Entitlement Offer	Date
	Announce completion of Institutional Entitlement Offer and Placement	9 Aug 2012
	COI shares resume trading on an ex-entitlement basis	9 Aug 2012
	Record Date for the Entitlement Offer (7.00pm EAST)	10 Aug 2012
	Retail Entitlement Offer opens	15 Aug 2012
	Settlement of Institutional Entitlement Offer and Placement	16 Aug 2012
	Allotment and normal trading of new shares issued under the Institutional Entitlement Offer and Placement	17 Aug 2012
	Retail Entitlement Offer closes	29 Aug 2012
	Allotment of new shares issued under the Retail Entitlement Offer	5 Sep 2012
	Normal trading of new shares issued under the Retail Entitlement Offer	6 Sep 2012

Note: Dates and times are indicative only and are subject to change. COI reserves the right, subject to the Corporations Act, the ASX Listing Rules and other applicable laws, to vary the dates and times. All times and dates refer to Australian Eastern Standard Time (AEST).

Allotment of normal trading of new shares issued under the Institutional Entitlement Offer and Placement

17 Aug 2012

ASX Code : COI

www.cometridge.com.au

==> picture [469 x 352] intentionally omitted <==

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

Comet Ridge Limited

==> picture [428 x 236] intentionally omitted <==

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [479 x 357] intentionally omitted <==

----- Start of picture text -----

Comet Ridge Limited
----- End of picture text -----

==> picture [469 x 352] intentionally omitted <==

==> picture [596 x 119] intentionally omitted <==

7 August 2012 NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES

Equity Raising to fund ongoing exploration and appraisal activities and to provide for additional working capital

1 for 4 accelerated non-renounceable entitlement offer to raise up to $7.7 million Proceeds will primarily fund ongoing exploration and appraisal in key coal seam gas basins Offer price of $0.10 per share, a 16.7% discount to the Theoretical Ex-Rights Price

Coal seam gas explorer Comet Ridge Limited (ASX:COI) (“Comet Ridge” or the “Company”) is pleased to announce an equity raising of up to $7.7 million (“Equity Raising”), comprising a 1 for 4 accelerated nonrenounceable entitlement offer (“Entitlement Offer”) at an issue price of $0.10 per share (“Issue Price”). The Entitlement Offer comprises an institutional component (“Institutional Entitlement Offer”) and a retail component (“Retail Entitlement Offer”).

The proceeds of the Equity Raising will be used to fund the Company’s exploration and appraisal activities for 2012/13 and provide for additional working capital. The Company has recently announced a number of important milestones across its coal seam gas (“CSG”) portfolio, including:

The successful drilling of the first pilot project in ATP 337P Mahalo (Qld);

The Lake Galilee Farm-in, adjacent to Comet Ridge’s Gunn Project Area in ATP 744P in the Galilee Basin (Qld); and

The acquisition of additional acreage and equity interests in the Gunnedah Basin (NSW).

Managing Director, Tor McCaul, commented “The next twelve months will see increased exploration and appraisal activity across all of Comet Ridge’s permit areas, as the focus shifts to crystallising the value from our large gas resource base. The 2012/13 Queensland drilling programme is aimed at converting resources to reserves at Mahalo by first quarter 2013, and preparing the way for additional reserves certification across Mahalo and the Gunn Project Area in the Galilee Basin in 2013.

“The recently concluded Mahalo pilot drilling program has been very positive, and facilities will now be constructed to develop the first production pilot in the Mahalo area, with the aim of achieving an early initial reserves certification”.

The Directors of Comet Ridge intend to subscribe for all or part of their Entitlements as an indication of their support for the Equity Raising.

Up to approximately 77.1 million new COI shares (“New Shares”) will be issued as part of the Equity Raising (representing 25% of the current issued capital). As the Entitlement Offer is non-renounceable, there will be no rights trading.

Comet Ridge Limited T: +61 7 3221 3661 E: [email protected] 283 Elizabeth St, Brisbane, Qld, 4000 Australia ABN 47 106 092 577 F: +61 7 3221 3668 W: www.cometridge.com.au GPO Box 798, Brisbane, Qld, 4001 Australia

ASX CODE: COI

Comet Ridge Limited

Under the Entitlement Offer, eligible shareholders will be invited to subscribe for 1 New Share at the Issue Price for every 4 existing COI ordinary shares held at 7.00pm (AEST) on Friday, 10 August 2012 (“Record Date”).

Under the Institutional Entitlement Offer, entitlements not taken up by existing institutional shareholders will be offered to other eligible institutional investors by way of an institutional bookbuild at the same price as the Entitlement Offer.

The Retail Entitlement Offer will include a top up facility under which eligible shareholders who take up their full entitlement may apply for additional New Shares from a pool of entitlement shares not taken up by other eligible retail shareholders. There is no guarantee that applicants under this top up facility will receive all or any of the additional shares they apply for under the facility.

The Issue Price of $0.10 per New Share represents a discount of:

16.7% to the Theoretical Ex-Rights Price (“TERP[1] ”);
23.3% to the 5-day volume weighted average price (“VWAP”) prior to the date of this announcement; and
20.0% to the last traded price of COI shares prior to the date of this announcement being $0.125 per share.
1 TERP is the theoretical price at which COI shares should trade after the ex-date for the Entitlement Offer. TERP is calculated by reference to COI’s closing price on 6 August 2012 of $0.125 per share, being the last trading day prior to this announcement.

Details of the Equity Raising are also contained in an investor presentation which COI has provided to the ASX today (“Investor Presentation”). The Investor Presentation contains important information including key risks and foreign selling restrictions with respect to COI and the Equity Raising, and applies to this announcement as if set out in full in this announcement.

COI expects to announce the outcome of the Institutional Entitlement Offer to ASX prior to market open on Thursday, 9 August 2012 with trading of COI shares to recommence on that day.

Eligible retail shareholders will receive a Retail Entitlement Offer booklet including a personalised entitlement and acceptance form which will provide further details of how to participate in the Reta il Entitlement Offer.

The key dates for the Equity Raising are:

Entitlement Offer	Date
Announcement and tradinghalt	7 August 2012
Institutional Entitlement Offer opens	7 August 2012
Institutional Entitlement Offer closes	8 August 2012
Announce completion of the Institutional Entitlement Offer	9 August 2012
COI shares resume tradingon an ex-entitlement basis	9 August 2012
Record Date for the Entitlement Offer(7.00pm AEST)	10 August 2012
Retail Entitlement Offer opens	15 August 2012
Settlement of the Institutional Entitlement Offer	16 August 2012
Allotment and normal trading of New Shares issued under the Institutional	17 August 2012
Entitlement Offer
Retail Entitlement Offer closes	29 August 2012
Allotment of New Shares issued under the Retail Entitlement Offer	5 September 2012
Normal tradingof New Shares issued under the Retail Entitlement Offer	6 September 2012

All dates are indicative and subject to change. COI reserves the right to withdraw or vary the timetable without notice. All references to time are to Australian Eastern Standard Time (AEST). The commencement of quotation of New Shares is subject to confirmation from ASX.

Wilson HTM Corporate Finance Limited is the Lead Manager of the Equity Raising.

Important Information

This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States, or in any jurisdiction in which such an offer would be illegal. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933 (the “Securities Act”), or under the securities laws of any state or jurisdiction of the United States and may not be offered or sold, directly or indirectly, within the United States, unless the securities have been registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available.

This document may not be distributed or released in the United States.

This announcement contains certain “forward-looking statements” within the meaning of the securities laws of applicable jurisdictions. Forward-looking statements can generally be identified by the use of forward-looking words such as “may”, “should”, “expect”, “anticipate”, “estimate”, “scheduled” or “continue” or the negative thereof of comparable terminology. Any forecasts or other forward looking statements contained in the announcement are subject to known and unknown risks and uncertainties and may involve significant elements of subjective judgment and assumptions as to future event which may or may not be correct. There are usually differences between forecast and actual results because events and actual circumstances frequently do not occur as forecast and these differences may be material. COI does not give any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur and you are cautioned not to place undue reliance on forward-looking statements.

==> picture [146 x 44] intentionally omitted <==

Stephen Rodgers Company Secretary Comet Ridge Limited For further information please contact:

Tor McCaul Managing Director Comet Ridge Limited [email protected] +61 7 3221 3661

Media: Dianne Monopoli Principal Consultant Three Plus [email protected] +61 7 3503 5700

COMET RIDGE LIMITED - OVERVIEW

Comet Ridge Limited has significant Coal Seam Gas (CSG) projects in key regions of Queensland, northern New South Wales and New Zealand, as well as oil and gas interests in the United States. Gas resources have been certified, by independent professional certifiers, at four projects. The company is listed on the Australian Securities Exchange (ASX Code: COI) and is based in Brisbane. The Board and Management are experienced in establishing and developing energy projects.

Corporate Strategy

Comet Ridge has gained early entry into well-located exploration areas, allowing shareholders to gain substantial leverage into the upside value potential associated with exploration success.

Comet Ridge conducts CSG exploration and appraisal, with the aim of maturing exploration acreage from Gas Resources into Proven and Probable Gas Reserves. This process initially involves drilling wells in order to certify Prospective and Contingent Resources and then through further appraisal via Pilot Projects, progressing into certified Reserves.

Where possible, Comet Ridge takes high equity positions in its large exploration permits, including a 100% interest in both its Galilee Basin and New Zealand assets. Comet Ridge has 35% equity in the ATP 337P Mahalo block in the Bowen Basin, and announced on 21 June 2012 that it has signed an agreement to increase its equity to 22.5%, 50% and 60% respectively in PEL 6, PEL 427 and PEL 428 in the Gunnedah Basin in New South Wales. This transaction is subject to government consent to transfer.

Work Program

Comet Ridge has an active exploration and appraisal work program for CSG projects in Queensland, northern New South Wales and New Zealand. Drilling for the first Pilot Project for ATP 337P Mahalo was undertaken in July 2012, with additional exploration and appraisal work planned for the Galilee Basin and Mahalo in 2012/13.

==> picture [596 x 119] intentionally omitted <==

9 August 2012 NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES

Comet Ridge Limited completes the institutional component of its Entitlement Offer and adds an institutional placement due to strong demand

The institution component of the 1 for 4 accelerated non-renounceable entitlement offer (Entitlement Offer) has been completed, raising $3.8 million

Due to strong demand received for the institutional offer, a placement of $2.5 million has also been completed The $3.9m retail component of the Entitlement Offer has also been partly underwritten to $1.8m

Following the completion of the equity raising, the Company will raise a minimum of $8.1m

Institutional Entitlement Offer

Coal seam gas explorer Comet Ridge Limited (ASX:COI) (“Comet Ridge” or the “Company”) is pleased to announce the successful completion of the $3.8 million accelerated institutional component of the previously announced 1 for 4 non-renounceable entitlement offer (“Institutional Entitlement Offer”).

The Institutional Entitlement Offer attracted strong demand from existing and new investors and as a result, Comet Ridge has also completed a $2.5 million placement to institutional and sophisticated investors (“Placement”). The retail component of the Entitlement Offer (“Retail Entitlement Offer”) has also been partly underwritten. The Placement and Institutional Entitlement Offer will raise approximately $6.3 million and will be used to fund the Company’s exploration and appraisal activities for 2012/13 and provide for additional working capital.

The offer price for the shares (“New Shares”) to be issued under the Institutional Entitlement Offer and Placement is $0.10 per New Share (“Offer Price”).

Commenting on the outcome of the institutional component, Managing Director Tor McCaul said, “We thank our existing major shareholders for their ongoing support, and we are delighted to welcome several new high quality institutional investors to the share register.”

Directors of Comet Ridge, Mr James McKay (Chairman) and Mr Anthony Gilby (Non-Executive Director) participated in the Institutional Entitlement Offer for all or part of their entitlements as an indication of their ongoing support of the Company. The other Directors of the Company intend to participate in the Retail Entitlement Offer for all or part of their entitlements.

Retail Entitlement Offer

The Retail Entitlement Offer opens on Wednesday, 15 August 2012 and closes at 5.00pm (AEST) on Wednesday, 29 August 2012. Eligible retail shareholders will be able to subscribe for 1 New Share for every 4 Comet Ridge ordinary shares held at 7.00pm (AEST) on Friday, 10 August 2012 (“Record Date”), at the same Offer Price as the Institutional Entitlement Offer and Placement, being A$0.10 per New Share.

Comet Ridge Limited T: +61 7 3221 3661 E: [email protected] 283 Elizabeth St, Brisbane, Qld, 4000 Australia ABN 47 106 092 577 F: +61 7 3221 3668 W: www.cometridge.com.au GPO Box 798, Brisbane, Qld, 4001 Australia

ASX CODE: COI

Comet Ridge Limited

Comet Ridge has also entered into an Underwriting Agreement with Wilson HTM Corporate Finance Limited (“Underwriter”) to partly underwrite the Retail Entitlement Offer, whereby the Underwriter agrees to underwrite the first $1.8 million of subscriptions from eligible retail shareholders under the Retail Entitlement Offer (subject to customary termination events). As a result the Company will raise a minimum of $8.1m from the equity raising. Mr Anthony Gilby, a Director of Comet Ridge, has entered into a sub-underwriting agreement with the Underwriter for a maximum of $350,000 of sub-underwriting on the same terms as other non-related sub-underwriters. Further details of this sub-underwriting arrangement will be set out in the Retail Entitlement Offer Booklet.

Eligible retail shareholders wishing to participate in the Retail Entitlement Offer should carefully read the Retail Entitlement Offer Booklet, which will be sent on Wednesday, 15 August 2012, and follow the instructions set out on the accompanying personalised entitlement and acceptance form. The Retail Entitlement Offer will include a top up facility under which eligible retail shareholders who take up their full entitlement may apply for additional New Shares from a pool of entitlement shares not taken up by other eligible retail shareholders. There is no guarantee that applicants under this top up facility will receive all or any of the additional shares they apply for under the facility.

Comet Ridge expects its trading halt to be lifted today and for COI shares to recommence trading today on an ex-entitlement basis.

The key dates for the equity raising are:

Entitlement Offer	Date
Announce completion of the Institutional Entitlement Offer and Placement	9 August 2012
COI shares resume tradingon an ex-entitlement basis	9 August 2012
Record Date for the Entitlement Offer(7.00pm AEST)	10 August 2012
Retail Entitlement Offer opens	15 August 2012
Settlement of the Institutional Entitlement Offer and Placement	16 August 2012
Allotment and normal trading of New Shares issued under the Institutional	17 August 2012
Entitlement Offer and Placement
Retail Entitlement Offer closes(5.00pm AEST)	29 August 2012
Allotment of New Shares issued under the Retail Entitlement Offer	5 September 2012
Normal tradingof New Shares issued under the Retail Entitlement Offer	6 September 2012

Wilson HTM Corporate Finance Limited is the Lead Manager of the equity raising and is partly underwriting the Retail Entitlement Offer.

Comet Ridge Limited has appointed Integra Advisory Partners Pty Ltd as corporate adviser and Porter Davies Lawyers as legal adviser to the equity raising.

Important Information

This document may not be distributed or released in the United States.

==> picture [145 x 43] intentionally omitted <==

Stephen Rodgers Company Secretary Comet Ridge Limited For further information please contact:

Media: Tor McCaul Dianne Monopoli Managing Director Principal Consultant Comet Ridge Limited Three Plus [email protected] [email protected] +61 7 3221 3661 +61 7 3503 5700

COMET RIDGE LIMITED - OVERVIEW

Corporate Strategy

Comet Ridge has gained early entry into well-located exploration areas, allowing shareholders to gain substantial leverage into the upside value potential associated with exploration success.

Work Program

Comet Ridge has an active exploration and appraisal work program for CSG projects in Queensland, northern N ew South Wales and New Zealand. Drilling for the first Pilot Project for ATP 337P Mahalo was undertaken in July 2012, with additional exploration and appraisal work planned for the Galilee Basin and Mahalo in 2012/13.

==> picture [95 x 60] intentionally omitted <==

Comet Ridge Limited Level 1 283 Elizabeth Street Brisbane Qld 4000 Phone: +61 7 3221 3661 Fax: +61 7 3221 3668 [email protected]

9 August 2012

Company Announcements Officer Australian Securities and Exchange Limited Exchange Centre Level 4, 20 Bridge Street Sydney, NSW 2000

By Electronic Lodgement

Dear Sir / Madam

NOTIFICATION UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT 2001

Comet Ridge Limited ABN 47 106 092 577 (“ COI ”) announced on 7 August 2012 an accelerated nonrenounceable pro rata entitlement offer of 1 new fully paid ordinary share in COI (“ New Shares ”) for every 4 COI shares held at 7:00pm (AEST) on 10 August 2012 by shareholders with a registered address in Australia and New Zealand and any other jurisdiction COI has decided to make offers (“ Entitlement Offer ”).

COI has announced today a placement of 25,000,000 ordinary shares to selected institutional and sophisticated investors (“ Placement ”). COI has also announced that the Retail Entitlement Offer (as defined in the Appendix 3B also lodged with the ASX today) component will be partly underwritten.

COI gives notice under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (“ Corporations Act ”) as notionally modified by the Australian Securities and Investments Commission Class Orders 08/35 and 07/571 (“ Class Orders ”) that:

the New Shares will be offered without disclosure to investors under Part 6D.2 of the Corporations Act as notionally modified by the Class Orders;
as at the date of this notice, COI has complied with:
a) the provisions of Chapter 2M of the Corporations Act as they apply to COI; and
b) section 674 of the Corporations Act;
as at the date of this notice, there is no excluded information of the type referred to in Sections 708A(7) and 708A(8) of the Corporations Act, to be disclosed under section 708A(6)(e) of the Corporations Act as notionally modified by the Class Orders;
the potential effect that the issue of New Shares will have on the control of COI, and the consequences of that effect is as follows:
(a) Such effect will depend on a number of factors, including investor demand. However, given the structure of the Entitlement Offer as a pro-rata issue, it is not expected to have any material effect or consequence on the control of COI. However, to the extent that any shareholder fails to take up their entitlement to New Shares under the Entitlement Offer, that shareholder’s percentage holding in COI will be diluted by those other shareholders who take up some or all of their entitlement.

Letter to the ASX

(b) Shareholders generally will also have their percentage holdings diluted by the issue of shares in the Placement.
(c) Wilson HTM Corporate Finance Ltd ( Wilson HTM ) has been appointed as Underwriter to underwrite the first 18,000,000 Shares subscribed for under the Retail Entitlement Offer ( Shortfall ) (being a maximum amount of $1,800,000). Wilson HTM has entered into subunderwriting arrangements with certain third parties, including with an associated entity of Mr. Anthony Gilby (Director of COI) for a maximum of 3,500,000 New Shares (being a maximum amount of $350,000). Wilson HTM will either place the Shortfall to such subunderwriters or take up the Shortfall itself. If Mr. Gilby (and his associates) take-up their respective entitlement and the associated entity of Mr. Gilby is required to subscribe for the maximum number of shares under its sub-underwriting agreement, it would not have any material effect or consequence on the control of COI.

Yours faithfully Comet Ridge Limited

==> picture [142 x 44] intentionally omitted <==

Stephen Rodgers Company Secretary

6. Additional Information

This Retail Entitlement Offer booklet and the Entitlement and Acceptance Form and the attached ASX offer announcements, including the Investor Presentation and cleansing notice, annexed to this offer booklet (" Information ") have been prepared by Comet Ridge.

You should read this Information carefully and in its entirety before deciding to invest in New Shares. In particular you should consider the risk factors referred to in the “Key Risks” section of the Investor Presentation (slides 21 to 24) in section 5 of this Retail Entitlement Offer Booklet that could affect the performance of Comet Ridge or the value of an investment in Comet Ridge. The past performance of Comet Ridge, and the past share price of Comet Ridge should not be relied upon as (and is not) an indication of future performance.

Underwriting Agreement between the Company and Wilson HTM Corporate Finance

The Offer is partly underwritten by Wilson HTM, who has been appointed to underwrite the first 18,000,000 New Shares subscribed for under the Retail Entitlement Offer. Wilson HTM has entered into sub-underwriting arrangements with certain third parties, including with Gilby Resources Pty Ltd ATF The Gilby Investment Trust (being an entity in which Mr Anthony Gilby (Director of COI) has a controlling interest).

Wilson HTM has agreed to partially underwrite the Retail Entitlement Offer under the terms of the underwriting agreement entered into by Wilson HTM and COI (“ Underwriting Agreement ”).

Under the terms of the Underwriting Agreement:

if the number of New Shares subscribed for by Eligible Retail Shareholders is less than 18,000,000, Wilson HTM will subscribe for the shortfall (the “ Underwritten Shares ”).
the Company must pay to Wilson HTM a commission of 3.5% of the amount underwritten. The Company must also reimburse Wilson HTM for its legal costs and disbursements in relation to the Underwriting Agreement and the Retail Entitlement Offer and other out of pocket expenses such as travel and accommodation expenses, sundries, stamp duty and third party costs;
Wilson HTM’s obligation to subscribe for the Underwritten Shares is conditional (amongst other things) on:
(a) the ASX granting permission for official quotation of the Underwritten Shares; and
(b) the Company providing to Wilson HTM a notice stating the subscription shortfall as at the Closing Date and a certificate signed by 2 directors as to matters concerning the conduct of the Retail Entitlement Offer,

by the time prescribed in the Underwriting Agreement for those events to occur;

in addition to other customary representations and warranties made to Wilson HTM, the Company represents and warrants to Wilson HTM that:
(a) the Company has complied with all relevant legislation, regulations, binding policies and guidelines in relation to the Retail Entitlement Offer;
(b) the Retail Entitlement Offer Booklet and other information made available to the public will not contain any material statement that is misleading or deceptive or likely to mislead or deceive and the Company has not and will not engage in such conduct;
(c) the Company will not do or omit to do anything that is or may be likely to materially prejudice the prospects of the Retail Entitlement Offer; and
(d) the Company has not and will not offer to sell shares to any person in the United States of America or to any US person other than in compliance with applicable legislation;

the Company undertakes (amongst other things) to:
(a) refrain from allotting or agreeing to allot shares or other securities other than in accordance with the Retail Entitlement Offer, the Underwriting Agreement or arrangements already in place as at the date of the Underwriting Agreement (such as an employee share plan, a dividend on distribution reinvestment or bonus share plan or securities convertible into shares) until the date that is 120 days after the last allotment date;
(b) refrain from making any material statement or releasing any information concerning the Retail Entitlement Offer without Wilson HTM’s prior written consent; and
(c) promote the Retail Entitlement Offer and use reasonable endeavours to procure valid applications for the New Shares;
Wilson HTM may terminate the Underwriting Agreement in a number of circumstances, including, but not limited to the following:
(a) the Company fails to obtain ASX approval under the Listing Rules or approval for official quotation of the Underwritten Shares on the ASX is not granted by the time specified in the Underwriting Agreement;
(b) there is a material adverse change in the Company or its related bodies corporate;
(c) the S&P/ASX 200 Index falls by more than 10%, and the index remains at such reduced level at the close of trading for no less than two consecutive days ;
(d) the Company withdraws or terminates the Retail Entitlement Offer or the Company is prevented from allotting or issuing the New Shares or an event occurs which causes the Company to allow shareholders who have accepted the Retail Entitlement Offer to withdraw their acceptances;
(e) the ASX suspends quotation of the shares of the Company or the Company ceases to be admitted to the official list of the ASX;
(f) any information supplied to Wilson HTM or in the Retail Entitlement Offer Booklet is misleading or deceptive or likely to mislead or deceive in a material respect;
(g) the Company or a material subsidiary of it becomes insolvent.
(h) the Company fails to comply with legislative or regulatory requirements or the Retail Entitlement Offer does not comply with relevant legislation, regulations or binding policies or guidelines;
(i) there is a disruption in financial markets, a change of laws or hostilities occur in certain specified countries;
(j) any expression of belief, expectation or intention, or statement relating to future matters (including any forecast or prospective financial statements, information or data) of the Company is or becomes incapable of being met or, in the reasonable opinion of the Lead Manager, unlikely to be met in the projected timeframe; or
(k) the Company breaches its obligations under the Underwriting Agreement,

in some (but not all) cases that ability to terminate is limited to where the event has a material adverse effect on the success of the Retail Entitlement Offer or may lead to Wilson HTM being liable for a breach of relevant legislation;

the Company indemnifies and will keep indemnified Wilson HTM and its officers, employees, advisers and agents for losses incurred directly or indirectly as a result of or in connection with (amongst other things):
(a) the Retail Entitlement Offer Booklet (including errors in the Retail Entitlement Offer Booklet);
(b) the allotment of shares;

(c) the representations and warranties given by the Company being inaccurate in any material respect or the Company otherwise materially failing to perform its obligations in relation to the Retail Entitlement Offer (including compliance with the Underwriting Agreement);
(d) any termination event occurring; or
(e) a claim that an indemnified party may have under the Corporations Act, the Listing Rules or any other relevant law or binding policy or guideline,

except where the loss results from fraud, recklessness, negligence, breach of legislation or contract by the indemnified party or a material breach of the Underwriting Agreement by the indemnified party.

Sub-underwriting

Wilson HTM has entered into individual sub-underwriting agreements with a number of subunderwriters including Gilby Resources Pty Ltd ATF The Gilby Investment Trust (being an entity in which Mr Anthony Gilby (Director) has a controlling interest) (“ Mr Gilby ”).

As at the date of this Retail Entitlement Offer Booklet, Mr Gilby and his associated entities holds 19,372,678 Shares (being in aggregate 6.3%* of the voting power of the Company). Mr Gilby has separately committed to subscribe for:

up to a maximum of 3,500,000 New Shares under his sub-underwriting agreement with the Underwriter; and
4,843,170 New Shares being his (and his associated entities) full entitlement under the Institutional Entitlement Offer.

Following allotment of the Institutional Entitlement Offer shares, if Mr Gilby is required to subscribe for the maximum number of New Shares under his sub-underwriting agreement, the aggregate holding of Mr Gilby and his associated entities will be 27,717,848 Shares (being in aggregate 6.8%** of the voting power of the Company).

This indicates the corresponding voting power prior to the issue of the New Shares under the Placement, Institutional Entitlement Offer and Retail Entitlement Offer.
** This indicates the corresponding voting power following the issue of the New Shares under the Placement and the, Institutional Entitlement Offer and assumes the issue of the maximum number of New Shares under the Retail Entitlement Offer.

Any corresponding New Shares to be issued to each Sub-underwriter under their respective sub-underwriting agreements will be issued at the same time as the issue of New Shares. In agreeing to enter into its individual sub-writing agreement with the Company, Mr Gilby will be paid a cash fee of 1.75% in respect of the maximum sub-underwriting commitment referred to above. This fee will be paid by the Underwriter and not the Company.

The disclosure above in respect of Mr Gilby is for the purpose of satisfying Listing Rule 10.11 and Exception 2, in respect of the issue of securities to related parties of an issuer, in connection with a pro rata issue.

Indemnities

The Company has indemnified the Underwriter, its related corporations, and their respective directors, officers, employees and agents against any claims, demands, damages, losses, costs, expenses and liabilities incurred directly or indirectly in connection with the Retail Entitlement Offer Booklet or the Entitlement Offer. The indemnity provided by the Company does not extend to any losses to the extent those losses are judicially determined to result from any fraud, wilful misconduct, negligence or material breach of a fundamental term of contract by an indemnified party.

Wilson HTM Investment Group Ltd, the parent company of the Underwriter, is a public company whose shares are traded on the ASX. Certain Directors, officers and employees of the Company and their affiliates may hold shares in Wilson HTM Investment Group Ltd.

Ranking of New Shares

New Shares issued under the Entitlement Offer will on issue rank equally with Existing Shares. New Shares will be entitled to any dividends on ordinary shares with a record date after the date of issue.

Nominees and Custodians

Nominees and custodians (which hold Existing Shares) should consider carefully the contents of this Retail Entitlement Offer booklet and note in particular that the Retail Entitlement Offer is not available to institutional shareholders to whom an offer was made under the Institutional Entitlement Offer (whether they accepted their Entitlement or not) ( Eligible Institutional Shareholders ) and institutional shareholders that were ineligible to participate in the Institutional Entitlement Offer.

Comet Ridge is not required to determine whether or not any registered holder is acting as a nominee or the identity or residence of any beneficial owners of Existing Shares or Entitlements. Where any nominee or custodian is acting on behalf of a foreign person, that holder, in dealing with its beneficiary, will need to assess whether indirect participation by the beneficiary in the Retail Entitlement Offer is compatible with applicable foreign laws. Comet Ridge is not able to advise on foreign laws. Nominees and custodians may not distribute any part of this Retail Entitlement Offer Booklet in the United States or in any other country outside Australia and New Zealand, except to beneficial shareholders who are institutional investors in other countries listed in, and to the extent permitted under, the section captioned “Foreign Jurisdictions” in the attached Investor Presentation.

Rights issue exception not available

No nominee has been appointed for Ineligible Shareholders under Section 615 of the Corporations Act and, as such, Eligible Shareholders will not be able to rely on the exception for rights issues in Item 10 of Section 611 of the Corporations Act. Accordingly, when an Eligible Shareholder applies for some or all of their Entitlement, they must have regard to Section 606 of the Corporations Act. Eligible Shareholders who may be at risk of exceeding the 20% voting power threshold in Section 606 as a result of acceptance of the Entitlement Offer should seek professional advice before completing and returning the Entitlement and Acceptance Form.

Litigation

So far as the Company is aware, there are no legal or arbitration proceedings, active or threatened against, or being brought by, the Company which may have a material effect on the Company’s financial position.

Withdrawal of Entitlement Offer

The Directors reserve their right to withdraw all or part of the Entitlement Offer at any time prior to the issue of New Shares, in which case Comet Ridge Limited will refund Application Monies in accordance with the Corporations Act without payment of interest.

Not a Prospectus or Investment Advice

The Retail Entitlement Offer to which this Information relates complies with the requirements of section 708AA of the Corporations Act as notionally modified by ASIC Class Orders 08/35 and 07/571. The Information is not a prospectus under the Corporations Act and has not been lodged with ASIC. Accordingly, these documents do not contain all of the information which a prospective investor may require to make an investment decision and they do not, and are not required to contain all of the information which would otherwise be required to be disclosed in a prospectus.

It is also not financial product advice and has been prepared without taking into account your investment objectives, financial circumstances or particular needs. Comet Ridge is not licensed to provide financial product advice in respect of the New Shares. The Information does not purport to contain all the information that you may require to evaluate a possible application for New Shares and does not take into account the investment objectives, financial situation or needs of you or any particular investor. You should conduct your own independent review, investigation and analysis of Comet Ridge shares the subject of the Retail Entitlement Offer. The New Shares offered under this Retail Entitlement Offer Booklet should be considered speculative.

You should obtain any professional advice you require to evaluate the merits and risks of an investment in Comet Ridge before making any investment decision based on your investment objectives and refer to disclosures made by the Company to ASX and ASIC (which are available for inspection on the ASX website at www.asx.com.au and on the Company’s website at www.cometridge.com.au) and seek the advice of your professional adviser.

If you have any questions about your entitlement to New Shares, please contact either:

the Company’s Share Registry, Computershare Investor Services Pty Limited on 1300 55 22 70 (within Australia) or +61 3 9415 4000 (outside Australia); or
your stockbroker or professional adviser.

Option holders

Existing option holders will not be entitled to participate in the Retail Entitlement Offer unless they have become entitled to exercise their existing options under their terms of issue, and do exercise those options in sufficient time to become the registered holder of Existing Shares prior to the Record Date. As a result of the Retail Entitlement Offer, the exercise price of options on issue will be adjusted in accordance with the ASX Listing Rules or the Option terms. Comet Ridge will notify holders of options of the adjustment.

Continuous disclosure

Comet Ridge is a “disclosing entity” under the Corporations Act and is subject to regular reporting and disclosure obligations under the Corporations Act and the ASX Listing Rules, including the preparation of annual reports and half yearly reports. Comet Ridge is required to notify ASX of information about specific events and matters as they arise for the purposes of ASX making that information available to the stock markets conducted by ASX. In particular, Comet Ridge has an obligation under the ASX Listing Rules (subject to certain exceptions) to notify ASX immediately of any information of which it is or becomes aware which a reasonable person would expect to have a material effect on the price or value of Comet Ridge shares. That information is available to the public from ASX.

Risks

The Investor Presentation (included in Section 5) details important factors and risks that could affect the financial and operating performance of Comet Ridge. Please refer to the “Key Risks” section of the Investor Presentation for details. You should consider these key risks carefully in light of your personal circumstances, including financial and taxation issues, before making an investment decision in connection with the Retail Entitlement Offer.

No authorisation

No person is authorised to give any information or make any representation in connection with the Retail Entitlement Offer, which is not contained in this Retail Entitlement Offer Booklet. Any information or representation not contained in this Retail Entitlement Offer Booklet may not be relied on as having been authorised by Comet Ridge, or its related bodies corporate, in connection with the Retail Entitlement Offer. None of Comet Ridge, or any other person, warrants or guarantees the future performance of Comet Ridge or any return on any investment made pursuant to the information contained in this Retail Entitlement Offer Booklet.

No Cooling-Off Rights

Cooling-off rights do not apply to an investment in New Shares. You cannot, in most circumstances, withdraw your application once it has been accepted.

No Entitlements Trading

Entitlements cannot be traded on ASX or any other exchange, nor can they be privately transferred.

Rounding of Entitlements

Where fractions arise in the calculation of Entitlements, they will be rounded up to the next whole New Share.

Discretion to deal with shortfall

To the extent there is any shortfall in subscriptions for New Shares or Additional Shares under the Entitlement Offer, the Directors reserve the right to allocate top-up Shares or place any shortfall at their discretion within 3 months after the close of the Retail Entitlement Offer (at a price not less than $0.10 per Share).

Minimum Subscription

There is no minimum subscription for the Retail Entitlement Offer.

Broker Handling Fees

A handling fee of 1.50% of the application amount (plus GST) of New Shares (subject to a maximum handling fee of $200) (Broker Handling Fee) under the Retail Entitlement Offer will be paid by Comet Ridge to stockbrokers (being those entities being recognised as full service brokers or non-advisory brokers by the ASX) who submit a valid claim for a Broker Handling Fee on successful applications under the Retail Entitlement Offer.

Foreign jurisdictions – restrictions and limitations

This Retail Entitlement Offer Booklet is being sent to all Eligible Retail Shareholders on the register of Comet Ridge on the Record Date.

New Zealand

The New Shares are not being offered or sold to the public in New Zealand other than to existing shareholders of the Company with registered addresses in New Zealand to whom the offer of New Shares is being made in reliance on the Securities Act (Overseas Companies) Exemption Notice 2002 (New Zealand). This Retail Entitlement Offer Booklet has not been registered, filed with or approved by any New Zealand regulatory authority under the Securities Act 1978 (New Zealand). This Retail Entitlement Offer Booklet is not an investment statement or prospectus under New Zealand law and is not required to, and may not, contain all of the information that an investment statement or prospectus under New Zealand law is required to contain.

United States

This Retail Entitlement Offer Booklet does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. Neither this Retail Entitlement Offer Booklet nor the Entitlement and Acceptance Form may be distributed in the United States. The New Shares have not been, and will not be, registered under the US Securities Act or the securities laws of any state or other jurisdiction of the United States. The Entitlements may not be taken up by persons in the United States. The New Shares may not be offered, sold or resold in the United States, except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the applicable securities laws of any state or other jurisdiction in the United States.

Other jurisdictions

This Retail Entitlement Offer Booklet does not constitute an offer in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer and no action has been taken to register the New Shares or otherwise permit a public offering of the New Shares in any jurisdiction other than Australia and New Zealand. Return of the Entitlement and Acceptance Form shall be taken by Comet Ridge to constitute a representation and warranty by you that there has been no breach of any such laws. The distribution of this Retail Entitlement Offer Booklet and/or Entitlement and Acceptance Form (including an electronic copy) outside Australia and New Zealand may be restricted by law. If you come into possession of these documents, you should observe such restrictions and should seek your own advice on such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws.

The Company disclaims all liabilities to such persons. Eligible Shareholders who hold Shares on behalf of persons who are not resident in Australia or New Zealand are responsible for ensuring that taking up New Shares under the Retail Entitlement Offer does not breach the selling restrictions set out in this Retail Entitlement Offer Booklet or otherwise violate the securities laws in the relevant overseas jurisdictions.

No action has been taken to register or qualify this Retail Entitlement Offer Booklet, the New Shares or the Retail Entitlement Offer, or otherwise to permit a public offering of the New Shares, in any jurisdiction outside Australia and New Zealand. The foreign selling restrictions set out in the “Foreign Jurisdictions” section of the Investor Presentation (in section 5) included in this Retail Entitlement Offer Booklet will also apply and relate to the issue of New Shares and Additional Shares under the Retail Entitlement Offer.

Disclaimer and Forward-Looking Statements

This document and its annexures contain certain forward-looking statements. The words "anticipate", "believe", "except", "project", "forecast", "estimate", "likely", "intend", "should", "could", "may", "target", "plan" and other similar expressions are intended to identify forwardlooking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward looking statements. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors, many of which are beyond the control of Comet Ridge, and its officers, employees, agents and associates, that may cause actual results to differ materially from those expressed or implied in such statements. Actual results, performance or outcomes may differ materially from any projections and forward-looking statements. You should not place undue reliance on forward-looking statements and neither Comet Ridge nor any of its directors, employees, servants, advisers or agents assume any obligation to update such information.

To the maximum extent permitted by law, Comet Ridge and its officers, employees, agents, associates and advisers do not make any representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of such information or likelihood of fulfilment of any forward looking statements (including, without limitation, liability for negligence).

Please refer to the "Key Risks" outlined on slides 21 to 24 of the Investor Presentation (in section 5 of this Retail Entitlement Offer Booklet) for summary of certain risk factors which may affect Comet Ridge when considering this information. There can be no assurance that actual outcomes will not differ materially from these forward looking statements. The financial information in relation to Comet Ridge's sources and uses of cash contained on slide 18 in the Investor Presentation is based on the un-audited cash balance disclosed in the 30 June 2012 Quarterly Report and information derived from it does not represent final numbers and has not been reviewed by Comet Ridge's auditor. No review statements by Comet Ridge's auditor have been made on this information. Comet Ridge's actual financial statements for this period, once published, may differ from the information in the Investor Presentation. An investment in New Shares is subject to investment and other known and unknown risks, some of which are beyond the control of Comet Ridge.

Comet Ridge does not guarantee any particular rate of return or the performance of Comet Ridge nor does it guarantee the repayment of capital from Comet Ridge or any particular tax treatment.

Taxation

There will be tax implications associated with participating in the Retail Entitlement Offer and receiving shares. Comet Ridge considers that it is not appropriate for it to give advice regarding the tax consequences of subscribing for New Shares under this document or the subsequent disposal of any such New Shares. Comet Ridge does not accept any responsibility in this regard and recommends that you consult with your professional tax adviser in connection with the Retail Entitlement Offer.

Financial Data

Unless otherwise stated, all dollar values are Australian dollars (A$).

Overseas Shareholders

Comet Ridge has decided (subject to certain exceptions) that it is unreasonable to make offers under the Retail Entitlement Offer to Comet Ridge shareholders with registered addresses outside Australia and New Zealand having regard to the number of Comet Ridge shareholders in those places, the number and value of the securities they would be offered and the cost of complying with the legal and regulatory requirements in those places.

ASX Waivers

In order to conduct the Entitlement Offer, Comet Ridge has sought certain waivers from the ASX Listing Rules. ASX has granted Comet Ridge waivers from ASX Listing Rules 3.20.2, 7.1, 7.40 and 10.11 subject to a number of customary conditions. The waivers also allow Comet Ridge to ignore, for the purposes of determining Entitlements, transactions occurring after the announcement of the trading halt in Comet Ridge shares (other than registrations of ITS (Integrated Trading System) transactions which were effected before the announcement) ( post ex-date transactions ). Such transactions are to be ignored in determining holders and registered holders, and holdings and registered holdings, of Existing Shares as at the Record Date, and references to such holders, registered holders, holdings and registered holdings are to be read accordingly. Therefore, if you have acquired Comet Ridge shares in a post exdate transaction you will not be entitled to receive an Entitlement in respect of those Comet Ridge shares.

Privacy

Comet Ridge collects information about each applicant provided on an Entitlement and Acceptance Form for the purposes of processing the application and, if the application is successful, to administer the applicant’s shareholding in Comet Ridge. By submitting an Entitlement and Acceptance Form, you will be providing personal information to Comet Ridge (directly or through the share registry). Comet Ridge collects, holds and will use that information to assess your application. Comet Ridge may disclose your personal information for purposes related to your shareholding in Comet Ridge, including to its share registry, agents, contractors and third party service providers, and to ASX and regulatory bodies. To make a request for access to your personal information held by (or on behalf of) Comet Ridge, please contact Comet Ridge through its share registry.

Governing Law

The Entitlement Offer and contracts formed on acceptance of the Entitlement and Acceptance Forms are governed by the law of Queensland, Australia. Each applicant submits to the nonexclusive jurisdiction of the courts of Queensland, Australia.

7. Glossary

A$ or Dollars means dollars in Australian currency (unless otherwise stated). ABN means Australian Business Number. AEST means Australian Eastern Standard Time. Application Monies means the aggregate amount of money payable for Shares applied for calculated by multiplying A$0.10 by the number of New Shares subscribed for.

ASIC ASTC

means the Australian Securities and Investments Commission. means ASX Settlement and Transfer Corporation Pty Ltd ACN 008 504 532.

ASX means the Australian Securities Exchange. ASX Limited ASX Limited ACN 008 624 691. Board means the board of Directors of the Company. CHESS Closing Date

means Clearing House Electronic Sub-register System of ASTC.

means 5:00pm AEST time on 29 August 2012 or such other date as may be determined by the Directors.

Comet Ridge Company Corporations Act Directors

means the Company.

means Comet Ridge Limited ABN 47 106 092 577.

means the Corporations Act 2001 (Cth).

means the directors of the Company.

Eligible Retail Shareholder

has the meaning set out in section 4.

means the form accompanying this Retail Entitlement Offer Booklet which sets out the entitlements of Eligible Shareholders under the Retail Entitlement Offer.

Entitlement and Acceptance Form

means the non-renounceable entitlements to subscribe for New Shares on the basis of 1 New Share for every 4 Shares on the Record Date.

Entitlement or Entitlements

Entitlement Offer

means the Institutional Entitlement Offer and the Retail Entitlement Offer.

Existing Shares Ineligible Shareholders

means the existing shares on issue.

any person registered as a Shareholder as at 7.00pm (AEST) on the Record Date with a registered address which is not in Australia or New Zealand (subject to certain exceptions) and to whom the Company has not made an offer to participate in the Retail Entitlement Offer in accordance with the Listing Rules and the Corporations Act.

means the institutional component of the Entitlement Offer.

Institutional Entitlement Offer Issue Price Investor Presentation Listing Rules

means A$0.10 per New Share.

Means the amended investor presentation dated 9 August 2012

means the official listing rules of ASX Limited, as amended from time to time.

New Share or New Shares

means a new fully paid share in the capital of the Company to be issued pursuant to this Retail Entitlement Offer.

Option Placement

means an unlisted option to subscribe for a Share.

has the meaning ascribed to it in the Chairman’s Letter set out in section 2 of this Retail Entitlement Offer Booklet.

Placement Shares

means 25,000,000 Shares for which as at the date of this Retail Entitlement Offer Booklet offers have been made by the Company to certain investors under a private placement.

Record Date means Friday, 10 August 2012 or such other date as may be determined by the Directors. Regulation S means Regulation S promulgated under the US Securities Act. Retail Entitlement Offer means the offer of New Shares under this Retail Entitlement Offer Booklet. Retail Entitlement Offer means this Retail Entitlement Offer Booklet dated 15 August 2012 and Booklet includes any amendment or replacement summary document. SEC means the United States Securities and Exchange Commission. Share Registry means Computershare Investor Services Pty Limited ACN 078 279 277. Shareholder means a holder of Shares in the Company. Shares means a fully paid ordinary share in the capital of the Company. US$ or US dollars means dollars in United States currency. US Person means, among other things and subject to certain exceptions: (i) any natural person resident in the US, (ii) any partnership, corporation or other entity organised or incorporated in the US, (iii) any trust of which any trustee is a US person, (iv) any agency or branch of a foreign entity located in the US, (v) any account held by a dealer or other fiduciary that either is organised, incorporated or resident in the US or holds for the benefit or account of a US Person, or (vi) any partnership or corporation that is organised or incorporated in a foreign jurisdiction by a US person principally for the purpose of investing in securities not registered under the US Securities Act.

US Securities Act means the United States Securities Act of 1933, as amended. “Wilson HTM” Lead Wilson HTM Corporate Finance Ltd ABN 65 057 547 323 Manager or “Underwriter”

8. Corporate Directory

Board of Directors

James McKay (Chairman, Non Exec. Director) Tor McCaul (Managing Director) Tony Gilby (Non Exec. Director) Chris Pieters (Non Exec. Director) Jeff Schneider (Non Exec. Director) Gillian Swaby (Non Exec. Director)

Auditors

Johnstone Rorke Level 30, Central Plaza 1 345 Queen Street Brisbane QLD 4000

Lawyers

Registered Office in Australia

283 Elizabeth Street Brisbane QLD 4000 Australia Telephone: +61 7 3221 3661 Facsimile: +61 3221 3668 Website: www.cometridge.com.au Email: [email protected] ASX code: COI

Porter Davies Lawyers Level 5 46 Edward Street Brisbane QLD 4000 Australia

Share Registry

Computershare Investor Services Pty Limited 117 Victoria Street West End Qld 4101 Australia Telephone: 1300 55 22 70 (within Australia) or +61 3 9415 4000 (Outside Australia) Email: [email protected]

==> picture [596 x 471] intentionally omitted <==

==> picture [77 x 35] intentionally omitted <==

Comet Ridge

Level 1, 283 Elizabeth Street Brisbane QLD 4000

POSTAL ADDRESS GPO Box 798 Brisbane QLD 400 PHONE +61 7 3221 3661

AI assistant

COMET RIDGE LIMITED — Capital/Financing Update 2012

64686_rns_2012-08-14_6be00c7e-bbb4-4c22-868b-f28bc62c69f9.pdf

DESPATCH OF RETAIL ENTITLEMENT OFFER BOOKLET AND ENTITLEMENT ACCEPTANCE FORMS

Comet Ridge

Table of Contents

Important Notices

References to “you” and “your Entitlement”

Not investment advice

Overseas Shareholders

Not for distribution or release in the United States

No Entitlement trading

Underwriting/Sub-Underwriting

Future performance

Financial forecasts and other forward looking statements

No representations other than as set out in this Retail Entitlement Offer Booklet

Defined terms

1. Key Information

Summary Retail Entitlement Offer Information

Indicative Timetable

2. Chairman’s Letter

3. Details of the Offer

The Offer

Additional Shares

CHESS

Overseas Shareholders

Impact of the Entitlement Offer and Placement on your Shareholding

Use of Proceeds

Directors’ intentions

Capital structure

4. What Eligible Shareholders May Do

This section relates to Eligible Shareholders.

You may:

Eligible Retail Shareholders

If you wish to take up all of your Entitlement to New Shares

Dilution

Entitlement to New Shares not taken up

Entitlement and Acceptance Form is binding

5. Investor Presentation and ASX Announcements

Indicative Timetable

7 August 2012 NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES

Equity Raising to fund ongoing exploration and appraisal activities and to provide for additional working capital

Important Information

COMET RIDGE LIMITED - OVERVIEW

Corporate Strategy

Work Program

9 August 2012 NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES

Comet Ridge Limited completes the institutional component of its Entitlement Offer and adds an institutional placement due to strong demand

Institutional Entitlement Offer

Retail Entitlement Offer

Important Information

COMET RIDGE LIMITED - OVERVIEW

Corporate Strategy

Work Program

NOTIFICATION UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT 2001

6. Additional Information

Sub-underwriting

Indemnities

Ranking of New Shares

Nominees and Custodians

Rights issue exception not available

Litigation

Withdrawal of Entitlement Offer

Not a Prospectus or Investment Advice

Option holders

Continuous disclosure

Risks

No authorisation

No Cooling-Off Rights

No Entitlements Trading

Rounding of Entitlements

Discretion to deal with shortfall

Minimum Subscription

Broker Handling Fees

Foreign jurisdictions – restrictions and limitations

New Zealand

United States

Other jurisdictions

Disclaimer and Forward-Looking Statements

Taxation

COMET RIDGE LIMITED Capital/Financing Update 2012