RENT.COM.AU LIMITED — Capital/Financing Update 2014

Feb 6, 2014

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ASX Announcement Metals of Africa Ltd

Metals of Africa Expands African Footprint

Company completes acquisition of five

Copper-Gold Projects in Tanzania

7 February 2014

Contact Details

Ms Cherie Leeden Executive Director cherie@metalsofafrica.com.au

James Moses Media and Investor Relations Mandate Corporate T: +61 420 991 574 james@mandatecorporate.com.au

Capital Structure

Shares on Issue: 76,040,001 Shares Trading: 48,535,647

Listed Options: 53,280,001 ($0.15, 07/01/2017)

Unlisted Options: 5M ($0.25; 30/6/15) 5M ($0.40; 30/6/15) 4M ($0.25; 31/12/15) 2.35M ($0.15; 3/12/16) 600k ($0.168; 3/12/16)

Metals of Africa Limited (ASX: MTA) (the Company) is pleased to announce that it has completed the acquisition initially contemplated by the Heads of Agreement signed with Select Exploration Limited (ASX: SLT) and announced in detail to the ASX on 21 January 2014.

In summary, MTA has acquired 100% equity in five (5) copper-gold projects by issuing 5,000,000 fully paid ordinary MTA shares to SLT. These shares are subject to a voluntary escrow agreement, involving a restriction on trading for a period of 12 months from the date of issue of those shares.

The Company advises that it is continuing to explore its options in relation to the Option Agreement to establish a Joint Venture with SLT over a suite of exploration projects in Gabon, and expects to advise the ASX in relation to this in due course.

Please refer to the announcements made to the ASX on 21 January and 3 February 2014 for further information in relation to both the five (5) projects acquired and the potential Gabon JV.

An Appendix 3B in enclosed in relation to the issue of the securities.

-ENDS-

MTA Board

Gilbert George Non Exec Chairman

Cherie Leeden Executive Director

Brett Smith Non Exec Director

Steven Wood Company Secretary

ASX Code : MTA

www.metalsofafrica.com.au

AUSTRALIA

945 Wellington Street, West Perth, Western Australia 6005 T +61 8 9322 7600 F +61 8 9322 7602 E admin@metalsofafrica.com.au

MOZAMBIQUE

Edificio Solar das Acacias Av. Julius Nyrere, 4000 Lojas 05 e 06 Maputo

www.metalsofafrica.com.au

ABN 75 152 071 095

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 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

Metals of Africa Limited

ABN

75 152 071 095

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 Fully paid ordinary shares be issued 2 Number of[+] securities issued or 5,000,000 to be issued (if known) or (note: these shares are subject to 12 months maximum number which may voluntary escrow until 7 February 2015) be issued 3 Principal terms of the Fully paid ordinary shares (subject to 12 +securities (e.g. if options, months voluntary escrow until 7 February exercise price and expiry date; if 2015) 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.

Appendix 3B Page 1

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Appendix 3B New issue announcement

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 5 Issue price or consideration 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	Yes, fully paid ordinary shares
	The fully paid ordinary shares have been issued as consideration for Metals of Africa’s acquisition of five Tanzanian copper gold projects from Select Exploration Limited. As such, no funds will be raised from the issue.
	As per section 5 above, the fully paid ordinary shares have been issued as consideration for Metals of Africa’s acquisition of five Tanzanian copper gold projects from Select Exploration Limited. Please refer to ASX announcement on 21 January 2014 for further information on the assets acquired.
	Yes
	23 May 2013

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

6c Number of+securities issued without security holder approval under rule 7.1 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.

5,000,000

7 February 2014

• See chapter 19 for defined terms.

Appendix 3B Page 3

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Appendix 3B New issue announcement

8 Number and +class of all +securities quoted on ASX (_including_the +securities in section 2 if applicable)	Number	+Class
	53,535,647 53,280,001 Note that 5,000,000 of these ordinary fully paid shares are subject to 12 months voluntary escrow until7Feb 2015	Ordinary fully paid Shares Quoted options ($0.15, 7 Jan 2017)

• See chapter 19 for defined terms.

Appendix 3B Page 4

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Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (_including_the +securities in section 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	10,343,200 3,000,000 1,741,539 1,741,539 3,258,461 3,258,461 1,000,000 12,161,154 2,350,000 600,000	Ordinary fully paid shares escrowed 24 months until 12.10.2014 Unquoted options ($0.25, 31 Dec 2015) escrowed 24 months until 12.10.14 Unquoted options ($0.25, 30 June 2015) escrowed 24 months until 12.10.14 Unquoted options ($0.40, 30 June 2015) escrowed 24 months until 12.10.14 Unquoted options ($0.25, 30 June 2015) Unquoted options ($0.40, 30 June 2015) Unquoted options ($0.25, 31 Dec 2015) subject to vesting conditions Ordinary fully paid shares escrowed 12 months until 23.7.14 Unquoted options ($0.15, 3 Dec 2016) Unquoted options ($0.168, 2 Dec 2016)
	N/a

• See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B New issue announcement

Part 2 - Pro rata issue

art 2 - Pro rata issue
11 Is security holder approval required? 12 Is the issue renounceable or non‐ renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations	N/a
	N/a
	N/a
	N/a
	N/a
	N/a
	N/a
	N/a
	N/a

• See chapter 19 for defined terms.

Appendix 3B Page 6

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Appendix 3B New issue announcement

20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents 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?	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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Appendix 3B New issue announcement

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

n/a

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

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

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

• See chapter 19 for defined terms.

Appendix 3B Page 8

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Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of[+] securities for which n/a +quotation is sought 39 +Class of +securities for which n/a quotation is sought 40 Do the[+] securities rank equally in n/a 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 n/a now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another[+] security, clearly identify that other[+] security) Number +Class 42 Number and +class of all +securities quoted on ASX ( including the +securities in clause 38)

• See chapter 19 for defined terms.

Appendix 3B Page 9

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Appendix 3B New issue announcement

Quotation agreement

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

• 2 We warrant the following to ASX.

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

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

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

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

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

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

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

• 4 We give ASX the information and documents required by this form. If any information or document 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.

7 February 2014

Sign here: ............................................................ Date: ......................... ~~(Director~~ /Company secretary) Steven Wood Print name: .........................................................

== == == == ==

• See chapter 19 for defined terms.

Appendix 3B Page 10

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Appendix 3B New issue announcement

Appendix 3B – Annexure 1

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

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Part 1	Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insertnumber of fully paid+ordinary securities on issue 12 months before the +issue date or date of agreement to issue	33,450,001
Addthe following: • Number of fully paid+ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid+ordinary securities issued in that 12 month period with shareholder approval • Number of partly paid+ordinary securities that became fully paid in that 12 month period Note: • Include only ordinary securities here – other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	23/07/13 - 18,250,000 (Express Resources Acquisition) 27/9/13 – 6,500,000 (placement ratified by shareholders 3 Dec 13) 10/10/13 – 1,000,000 (placement ratified by shareholders 3 Dec 13) 18/11/13 – 2,612,858 (Rights Issue) 29/11/13 – 8,777,142 (Rights Issue Shortfall, LR 7.2 exception 2)
Subtractthe number of fully paid+ordinary securities cancelled during that 12 month period	nil
“A”	70,590,001

• See chapter 19 for defined terms.

Appendix 3B Page 11

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Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

Appendix 3B New issue announcement	Appendix 3B New issue announcement
Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	10,588,500
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	2/12/13 – 450,000 (Rights Issue Shortfall Placement, no exception under LR) 7/2/14 – 5,000,000 – consideration shares to SLT in relation to acquisition of 5 Tanzanian copper-gold projects
“C”	5,450,000
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2	10,588,500
Subtract“C” Note: number must be same as shown in Step 3	5,450,000
Total[“A” x 0.15] – “C”	5,138,500 [Note: this is the remaining placement capacity under rule 7.1]

placement capacity under rule 7.1
“A” x 0.15	10,588,500
Note: number must be same as shown in
Step 2
Subtract“C”	5,450,000
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C”	5,138,500
	[Note: this is the remaining placement
	capacity under rule 7.1]

• See chapter 19 for defined terms.

Appendix 3B Page 12

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Appendix 3B New issue announcement

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

“A” 70,590,001 Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 7,059,000 Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

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Insert number of [+] equity securities issued nil
or agreed to be issued in that 12 month
period under rule 7.1A
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as separate
line items
“E” nil
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• See chapter 19 for defined terms.

Appendix 3B Page 13

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Appendix 3B New issue announcement

Appendix 3B New issue announcement	Appendix 3B New issue announcement
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 Note: number must be same as shown in Step 2	7,059,000
Subtract“E” Note: number must be same as shown in Step 3	0
Total[“A” x 0.10] – “E”	7,059,000 Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

Appendix 3B Page 14

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