REDSTONE RESOURCES LIMITED — Capital/Financing Update 2015

Dec 29, 2015

30 December 2015

The Manager Company Announcements Office Australian Stock Exchange Limited Level 4, Exchange Centre 20 Bridge Street SYDNEY NSW 2000

OFFER CLOSES FULLY SUBSCRIBED

Redstone Resources Limited (ASX Code: RDS) (Redstone or the Company) is pleased to announce that it has now completed the issue and allotment of Shortfall Securities resulting from the Company's non renounceable Entitlement Offer pursuant to the prospectus dated 4 November 2015 (the Offer). The Company is also very pleased to confirm that it has received maximum subscriptions under the Offer available to eligible shareholders.

The Company has received and accepted full subscription funds for Shortfall Securities of $603.630.59 (before costs) procured by the underwriters and sub-underwriters to the Offer to bring the total amount raised under the Offer to $1,251,700 (before costs).

Redstone Chairman, Mr Richard Homsany said:

"The Board sincerely thanks shareholders for their excellent support of the Offer and its success in being fully subscribed. The Offer achieving maximum eligible shareholder subscriptions is an outstanding result. It demonstrates the confidence that investors have in the Board's strategy to advance Redstone's 100% owned Tollu Copper Project.

As announced to the ASX on 24 December 2015, the Company completed its RC drill programme on time and also exceeded its 8,000m drilling objective at Tollu. Funds received under the Offer will contribute to funding the costs of this exploration programme and the ongoing evaluation of results.

Initial results from this campaign are expected for release within 2 weeks. The fully subscribed Offer positions the Company to potentially significantly increase the value of the Tollu Project in the near term."

Accordingly, the Company has today allotted 67,070,081 fully paid ordinary shares and 26,828,039 listed options (ASX Code: RDSOA). Attached is an Appendix 3B in relation to the allotment of these Shortfall Securities.

The Offer was underwritten for up to $650,000 by Cardinals Corporate Pty Ltd, a controlled entity of the Chairman, Mr Richard Homsany, and was sub-underwritten by the Company's other two directors, Mr Edward van Heemst and Mr Brett Hodgins, for a total of $120,000.

For further information please contact:

Richard Homsany Chairman Redstone Resources Limited +61 (08) 9328 2552 contact@redstone.com.au

Miranda Conti Company Secretary Redstone Resources Limited +61 (08) 9328 2552 contact@redstone.com.au

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Redstone Resources Ltd

ABN

42 090 169 154

We (the entity) give ASX the following information.

Part 1 - All issues

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

1 +Class of +securities issued or to be issued (i) Fully paid ordinary shares (ii) Options over fully paid ordinary shares 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued (i) 67,070,081 (ii) 26,828,039 3 Principal terms of the +securities (e.g. 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) (i) Ordinary shares (ii) Options over ordinary shares, exercisable at $0.03 on or before 31 July 2017

+ See chapter 19 for defined terms.

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

If the additional +securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

(i) Yes

(ii) No, however shares issued upon exercise of the options will rank equally with the shares then on issue

5 Issue price or consideration (i) $0.009 (0.9 cents)

working capital purposes

(ii) Nil

• 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)
• 6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?

If Yes, complete sections 6b – 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

• 6b The date the security holder resolution under rule 7.1A was passed
• 6c Number of +securities issued without security holder approval under rule 7.1 Nil

Yes

Funds raised will be used for drilling and exploration activities predominantly at the Company's Tollu Copper Project, to fund the expenses of the offer and for general

27 November 2015

• See chapter 19 for defined terms.

• 6d Number of +securities issued with security holder approval under rule 7.1A
• 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
• 6f Number of +securities issued under an exception in rule 7.2
• 6g If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation.
• 6h If +securities were issued under rule 7.1A for non‐cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements
• 7 +Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

8 Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)

Nil

Nil

• (i) 67,070,081 Fully paid Ordinary Shares
  • (ii) 26,828,039 Listed Options (RDSOA)

N/A

N/A

See Annexure 1

30 December 2015

Number +Class 326,047,245 31,356,966 Fully paid ordinary Shares Listed Options (ASX:RDSO)

+ See chapter 19 for defined terms.

	exercisableat$0.20onorbefore28February 2017
55,631,193	Listed Options (ASX:RDSOA)exercisableat $0.03 on or before31 July 2017

9 Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)

	on	or	beforeDecember 2017	4

2,000,000 Unquoted options

exercisable at $0.20

Number +Class

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

The Company currently has no dividend policy

Part 2 - Pro rata issue

11	Issecurityholderapprovalrequired?
12	Is the issue renounceable or non‐renounceable?
13	+securitiesRatioinwhichthewill be offered
14	+Classof +securitiesto which theoffer relates
15	+Recorddatetodetermineentitlements
16	Willholdingsondifferentregisters(orsubregisters)beaggregatedforcalculatingentitlements?
17	Policy for deciding entitlementsin relation to fractions

+ See chapter 19 for defined terms.

18	Names of countries in which theentity has security holders whowillnotbesentnewofferdocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.
19	Closingdateforreceiptofacceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting feeor commission
22	Namesofanybrokerstotheissue
23	Feeorcommissionpayableto
	the broker to the issue
24	Amountofanyhandlingfee
	payabletobrokerswholodgeacceptances or renunciations on
	behalf of security holders
25	Iftheissueiscontingentonsecurityholders'approval,the
	date of the meeting
26	Date entitlement and acceptance
	form and offer documents will besent to persons entitled
27	If the entity has issued options,
	andthetermsentitleoption
	holderstoparticipateonexercise,thedateonwhich
	noticeswillbesenttooption
	holders
28	Date rights trading will begin (ifapplicable)
29	Date rights trading will end (ifapplicable)

+ See chapter 19 for defined terms.

• 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 +Issue date

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 ‐ 67,070,081 Ordinary Shares and 26,828,039 Listed Options (RDSOA)

(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 – Refer pages 1‐2 of Annexure 2
• 36 If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories – Refer page 3 of Annexure 2 1 ‐ 1,000 1,001 ‐ 5,000 5,001 ‐ 10,000 10,001 ‐ 100,000 100,001 and over

+ See chapter 19 for defined terms.

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 40 Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities? If the additional +securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of

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

that other +security)

another +security, clearly identify

Number	+Class

+ See chapter 19 for defined terms.

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
• 2 We warrant the following to ASX.
  • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those +securities should not be granted +quotation.
  • An offer of the + securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

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

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no‐one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.
• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• 4 We give ASX the information and documents required by this form. If any information or document is not available now, we 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: 30 December 2015.............

(Company secretary)

Print name: Miranda Conti........................................................

== == == == ==

+ See chapter 19 for defined terms.

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for +eligible entities

Introduced 01/08/12

Part 1

Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate "A", the base figure from which the placementcapacity is calculated
Insert number of fully paid ordinarysecurities on issue 12 months before dateof issue or agreement to issue	186,969,390
Add the following:
•Number of fully paid ordinary securitiesissued in that 12 month period under anexception in rule 7.2	72,007,774 - 11 December 201567,070,081 – 30 December 2015
•Number of fully paid ordinary securitiesissued in that 12 month period withshareholder approval	Nil
•Number of partly paid ordinarysecurities that became fully paid in that12 month period	Nil
Note:•Include only ordinary securities here –other classes of equity securities cannotbe added•Include here (if applicable) the securitiesthe subject of the Appendix 3B to whichthis form is annexed•It may be useful to set out issues ofsecurities on different dates as separateline items
Subtract the number of fully paid ordinarysecurities cancelled during that 12 monthperiod	Nil
"A"	326,047,245
Step 2: Calculate 15% of "A"
"B"	0.15
	[Note: this value cannot be changed]
Multiply "A" by 0.15	48,907,086

+ See chapter 19 for defined terms.

Step 3: Calculate "C", the amount of placement capacity under rule 7.1that has already been used
Insert number of equity securities issued oragreed to be issued in that 12 month periodnot counting those issued:	Nil
•Under an exception in rule 7.2
•Under rule 7.1A
•With security holder approval under rule7.1 or rule 7.4
Note:•This applies to equity securities, unlessspecifically excluded – not just ordinarysecurities•Include here (if applicable ) thesecurities the subject of the Appendix3B to which this form is annexed•It may be useful to set out issues ofsecurities on different dates as separateline items
"C"	Nil
Step 4: Subtract "C" from ["A" x "B"] to calculate remainingplacement capacity under rule 7.1
"A" x 0.15	48,907,086
Note: number must be same as shown inStep 2
Subtract "C"	Nil
Note: number must be same as shown inStep 3
Total ["A" x 0.15] – "C"	48,907,086

Part 2

Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate "A", the base figure from which the placementcapacity is calculated
"A"	186,969,390
Note: number must be same as shown inStep 1 of Part 1
Step 2: Calculate 10% of "A"

[Note: this is the remaining placement

capacity under rule 7.1]

+ See chapter 19 for defined terms.

"D"	0.10Note: this value cannot be changed
Multiply "A" by 0.10	18,696,939
Step 3: Calculate "E", the amount of placement capacity under rule7.1A that has already been used
Insert number of equity securities issued oragreed to be issued in that 12 month periodunder rule 7.1ANotes:•This applies to equity securities – notjust ordinary securities•Include here – if applicable – thesecurities the subject of the Appendix3B to which this form is annexed•Do not include equity securities issuedunder rule 7.1 (they must be dealt within Part 1), or for which specific securityholder approval has been obtained•It may be useful to set out issues ofsecurities on different dates as separateline items	Nil
"E"	Nil
Step 4: Subtract "E" from ["A" x "D"] to calculate remainingplacement capacity under rule 7.1A
"A" x 0.10	18,696,939
Note: number must be same as shown inStep 2
Subtract "E"	Nil
Note: number must be same as shown inStep 3
Total ["A" x 0.10] – "E"	18,696,939Note: this is the remaining placementcapacity under rule 7.1A

+ See chapter 19 for defined terms.