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ELEMENTOS LIMITED Capital/Financing Update 2011

Jan 26, 2011

64837_rns_2011-01-26_1df7492a-4155-4ae2-8fe7-3aa8847866a8.pdf

Capital/Financing Update

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27 January 2011

AMENDED APPENDIX 3B

Attached is an amended Appendix 3B in relation to the Rights Issue, with dates amended to reflect the updated timetable.

For more information, please contact:

Corey Nolan Managing Director Phone: +61 (7) 3871 3985 Email: [email protected]

Elementos is an Australian, ASX-listed, exploration company, with a number of projects in Argentina and Australia, which offer an attractive investment environment. The properties are all in mineral rich, highly prospective provinces, with developed infrastructure nearby. Please visit us at www.elementos.com.au

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Appendix 3B – New Issue Announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

ELEMENTOS LIMITED ABN 49 138 468 756

We (the entity) give ASX the following information:

Part 1 - All issues

  • 1 Class of securities issued or to be issued

  • 2 Number of securities issued or to be issued (if known) or maximum number which may be issued

  • 3 Principal terms of the securities

  • 4 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities?

  • 5 Issue price or consideration

  • 6 Purpose of the issue

  • 7 Dates of entering securities into uncertificated holdings or despatch of certificates.

  • 8 Number and class of all securities quoted on ASX

OrdinaryShares
Maximum of 13,900,000 fully paid
ordinaryshares
As perexisting ordinary shares
Yes
26 centsper share
Rights issue, raising funds to enable the
Company to pursue exploration and
developmentgoals.
3 March 2011
Number Class
70,785,454 Ordinary Shares

Appendix 3B – New Issue Announcement

  • 9 Number and class of all securities not quoted on ASX
Number
Class
Number
Class
5,314,547
5,500,000
1,500,000
1,300,000
900,000
Ordinary Shares
Options exercisable
at 25 cents expiring
23 October 2015
Options exercisable
at 30 cents expiring
31 December 2011
Options exercisable
at 30 cents expiring
7 September 2015
Options exercisable
at 25 cents expiring
30 November 2015

10 Dividend policy on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

  • 11 Is security holder approval required?

  • 11 Is security holder approval required? No 12 Is the issue renounceable or non-renounceable? Non-renounceable 13 Ratio in which the securities will be offered 1 for 4.48 14 Class of securities to which the offer relates Ordinary shares 15 Record date to determine entitlements 8 February 2011 16 Will holdings on different registers (or subregisters) Yes be aggregated for calculating entitlements?

  • 17 Policy for deciding entitlements in relation to Rounded down to nearest whole number fractions

  • 18 Names of countries in which the entity has security Nil holders who will not be sent new issue documents

  • 19 Closing date for receipt of acceptances or 25 February 2011 renunciations

  • 20 Names of any underwriters N/A 21 Amount of any underwriting fee or commission N/A 22 Names of any brokers to the issue N/A 23 Fee or commission payable to the broker to the issue N/A 24 Amount of any handling fee payable to brokers who N/A lodge acceptances or renunciations on behalf of security holders

  • 25 If the issue is contingent on security holders’ N/A approval, the date of the meeting

Appendix 3B – New Issue Announcement

26
Date entitlement and acceptance form and prospectus
or Product Disclosure Statement will be sent to
persons entitled
27
If the entity has issued options, and the terms entitle
option holders to participate on exercise, the date on
which notices will be sent to option holders
28
Date rights trading will begin (if applicable)
29
Date rights trading will end (if applicable)
30
How do security holders sell their entitlements in full
through a broker?
31
How do security holders sell part of their
entitlements through a broker and accept for the
balance?
32
How do security holders dispose of their entitlements
(except by sale through a broker)?
33
Despatch date
28 January 2011
28 January 2011
N/A
N/A
N/A
N/A
N/A
3 March 2011

Part 3 - Quotation of securities

34 Type of securities ( tick one )

  • (a) Securities described in Part 1

  • (b) X All other securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the securities are equity securities, the names of the 20 largest holders of the additional securities, and the number and percentage of additional securities held by those holders

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

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

37 A copy of any trust deed for the additional securities

Entities that have ticked box 34(b)

  • 38 Number of securities for which quotation is sought

39 Class of securities for which quotation is sought

Appendix 3B – New Issue Announcement

40 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities? If not, please state:

  • the date from which they do

  • the extent to which they participate for the next dividend, or interest payment

  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

41 Reason for request for quotation now

Number Class

42 Number and class of all securities quoted on ASX ( including the securities in clause 38)

Quotation agreement

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

  • 2 We warrant the following to ASX.

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

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

  • An offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any securities to be quoted and that no-one has any right to return any securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the securities be quoted.

  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the securities to be quoted, it has been provided at the time that we request that the securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the securities to be quoted under section 1019B of the Corporations Act at the time that we request that the securities be quoted.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  • 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before quotation of the securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: Date:27 January 2011 (Director/Company Secretary)

Print name: PAUL CRAWFORD