TREK METALS LIMITED — Capital/Financing Update 2012

Aug 19, 2012

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ZAMBEZI RESOURCES LIMITED ARBN: 124 462 826 BERMUDA ZAMBIA AUSTRALIA CANON’S COURT PLOT 5697 LEVEL 1, 17 ORD STREET 22 VICTORIA STREET BEU CRESCENT WEST PERTH, WESTERN AUSTRALIA HAMILTON HM12 KALUNDU AUSTRALIA 6005 LUSAKA TEL: +61 8 6555 1879 TEL: +260 211 292101 FAX: +61 8 9398 4104 EMAIL: INFO@ZAMBEZIRESOURCES.COM PO BOX 1796, WEST PERTH WWW.ZAMBEZIRESOURCES.COM WESTERN AUSTRALIA, 6872

20 August 2012

Elizabeth Harris Adviser, Listings (Perth) ASX Limited

Dear Elizabeth

Zambezi Resources Limited Notice under section 708AA(2)(f) of the Corporations Act

This notice is given by Zambezi Resources Limited ACN 124 462 826 (ASX: ZRL) ( Zambezi ) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) ( Act ) as modified by Australian Securities and Investments Commission Class Order [CO 08/35] ( CO 08/35 ).

Zambezi announced on 20 August 2012 a non-renounceable entitlement offer ( Rights Issue ) of 2 ordinary Zambezi shares ( New Shares ) for every 3 ordinary Zambezi shares held on 28 August 2012 by shareholders with a registered address in Australia or New Zealand ( Eligible Shareholders ), at an offer price of $0.004 per New Share.

Zambezi advises that:

• (a) the New Shares will be offered for issue without disclosure under Part 6D.2 of the Act as modified by CO 08/35;

• (b) this notice is being given under section 708AA(2)(f) of the Act as modified by CO 08/35;

• (c) as a disclosing entity, it is subject to regular reporting and disclosure obligations;

• (d) as at the date of this notice, Zambezi has complied with:

• (1) the provisions of Chapter 2M of the Act as they apply to Zambezi; and

• (2) section 674 of the Act;

• (e) as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) of the Act; and

• (f) the potential effect the issue of New Shares under the Rights Issue will have on the control of Zambezi, and the consequences of that effect will depend on a number of factors, including investor demand, existing shareholdings and the placement of any shortfall.

Zambezi’s major shareholder, RBC Dexia Investor Services Australia Nominees Pty Ltd, as nominee for Linq Resources Fund ( LRF ), currently holds 22.03% of Zambezi. The possible outcomes of LRF’s shareholding in Zambezi following the Rights Issue are set out in the table below:

	LRF’s % interest in Zambezi
Current shareholding	22.03%
Shareholding if Eligible Shareholders Entitlement take up is (andno shortfallshares areissued):
100%	22.03%
75%	24.48%
50%	27.54%
25%	31.48%
0%	32.02%

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Zambezi considers that any of the above increases in the voting power of LRF in Zambezi may have a material effect on the control of Zambezi, as LRF would, in these circumstances, be likely to have a greater degree of influence when voting on resolutions to be considered at shareholders meetings. Notwithstanding this, the Board considers that the effect is acceptable in the circumstances, as it would only occur where all Eligible Shareholders have had an equitable opportunity to participate in the Rights Issue.

Zambezi has reserved the right to place any shortfall under the Rights Issue to Eligible Shareholders whose acceptance exceeds their entitlements and any other parties selected by the directors (in their absolute discretion).

Yours sincerely

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David Vilensky Chairman Zambezi Resources Limited