NEOMETALS LTD — Capital/Financing Update 2009

Aug 24, 2009

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

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

Name of entity

Reed Resources Ltd ABN 89 099 116 631

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be Fully paid ordinary shares issued 2 Number of[+] securities issued or to 19,500,000 be issued (if known) or maximum number which may be issued 3 Principal terms of the[+] securities Fully paid ordinary shares. (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

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4Do the+securities rank equally in allrespects from the date of allotmentwith an existing+class of quoted+securities?If the additional securities do notrank equally, please state: the date from which they do theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment the extent to which they do notrank equally, other than inrelation to the next dividend,distribution or interest payment5Issue price or consideration6Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets)7Dates of entering+securities intouncertificated holdings or despatchof certificates8Numberand+classofall+securitiesquotedonASX(_including_the securities in clause2 if applicable)	Yes, the new shares rank equally with ReedResources Ltd ordinary shares currently onissue.	Yes, the new shares rank equally with ReedResources Ltd ordinary shares currently onissue.
	19,500,000 fully paid ordinary shares at anissue price of 33 cents.
	Shares were issued under a placement toprofessional and sophisticated investors. Thenet proceeds of the placement will be used toadvance the Mount Marion Lithium project, theBarrambie Vanadium Project in WesternAustralia and to enable exercise of Reed’soption to acquire the Nimbus plant.
	Immediately upon allotment (expected to be 28August 2009).
	Number	+Class
	158,050,000	Ordinary fully paid

• See chapter 19 for defined terms.

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9Numberand+classofall+securities not quoted on ASX(_including_the securities in clause2 if applicable)	Number	+Class
	1,000,0002,700,0002,500,0001,800,0001,333,3331,850,000	Unlisted optionsexercisable at $0.50 eachUnlisted optionsexercisable at $0.75 eachUnlisted optionsexercisable at $0.78Unlisted optionsexercisable at $0.85 eachUnlisted optionsexercisable at $1.08 eachUnlisted optionsexercisable at $1.20 each

• 10 Dividend policy (in the case of a No change in existing policy. trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

• 11 Is security holder approval N/A required?

• 12 Is the issue renounceable or nonN/A renounceable?

• 13 Ratio in which the[+] securities will N/A be offered

• 14 +Class of +securities to which the N/A offer relates

• 15 +Record date to determine N/A entitlements

• 16 Will holdings on different registers N/A (or subregisters) be aggregated for calculating entitlements?

• 17 Policy for deciding entitlements in N/A relation to fractions

• See chapter 19 for defined terms.

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18Names of countries in which theentity has+security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.19Closingdateforreceiptofacceptances or renunciations20Names of any underwriters21Amount of any underwriting fee orcommission22Names of any brokers to the issue23Fee or commission payable to thebroker to the issue24Amountofany handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of+security holders25If the issue is contingent on+security holders’ approval, thedate of the meeting26Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sent topersons entitled27If the entity has issued options, andthe terms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders28Date rights trading will begin (ifapplicable)29Date rights trading will end (ifapplicable)30How do+security holders sell theirentitlements_in full_through abroker?	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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31 How do[+] security holders sell part N/A of their entitlements through a broker and accept for the balance?

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

• 33 +Despatch date

N/A

Part 3 - Quotation of securities

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

• 34 Type of securities ( tick one )

• (a)[Securities described in Part 1 ]

• (b)[All other securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

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

36[If the ] +securities setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

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

• See chapter 19 for defined terms.

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Entities that have ticked box 34(b)

38Number of securities for which+quotation is sought39Class of+securities for whichquotation is sought40Do the+securities rank equally in allrespects from the date of allotmentwith an existing+class of quoted+securities?If the additional securities do notrank equally, please state: the date from which they do theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment the extent to which they do notrank equally, other than inrelation to the next dividend,distribution or interest payment41Reason for request for quotationnowExample: In the case of restricted securities, end ofrestriction period(if issued upon conversion ofanother security, clearly identify thatother security)42Number and+class of all+securitiesquoted on ASX (_including_thesecurities in clause 38)	N/A
	N/A
	N/A
	N/A
	Number	+Class
	N/A	N/A

• See chapter 19 for defined terms.

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Quotation agreement

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

• 2 We warrant the following to ASX.

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

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

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

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

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

• 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.

• See chapter 19 for defined terms.

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• 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: 25 August 2009 (Company Secretary)

Print name: Jason Carone

== == == == ==

• See chapter 19 for defined terms.

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