share placement agreement

CuDeco Limited (“CuDeco) Enters into Conditional Share Placement Agreement

The Directors are pleased to announce that CuDeco has entered into a Conditional Share
Placement Agreement with a newly formed Hong Based Investment Fund backed by a large
Chinese privately owned mining and energy group for the completion of a capital raising to help
finance its Rocklands project.
These negotiations have been far more protracted than originally expected due to the instability
and volatility of the global markets. Although the required due diligence by the investor is not
complete, in the interests of our shareholders and looking to ensure the suspension of trading of
the shares is lifted as soon as possible, broad principles have been negotiated and incorporated
in a Conditional Share Placement Agreement which has now been executed. The agreement
requires the investor to subscribe for 23.977 Million Shares of new shares in CuDeco Limited at
$A3.60 per share or at the weighted average price of the CuDeco share price, for the previous
five days of trading prior to completion date, whichever is the lowest price (raising a maximum of
approximately $A86.3 Million). Shareholder approval is not required as the issue will be within
Cudeco’s 15% capacity. Finalisation of the agreement is subject to their Board Approval which
must be in place by 20th November 2011 with settlement and completion no later than 20th
December 2011. As a sign of their good faith the investor has agreed to pay a $3 Million nonrefundable
cash deposit, with this deposit to be converted to shares when the final payment is
received. Under the agreement the investor has requested that their name not be disclosed until
the subscription to the shares is completed and it is the Company’s view that this is not material
until the investment is received.
CuDeco entered into negotiations with the above group after Oceanwide Resource International
Investments Limited (“Oceanwide”) requested a three month extension to complete their initial
agreement to subscribe for 15 Million shares at a price of $3.80 per share. The request was
made by Oceanwide due to uncertainty and volatility within global economic markets. The
extension was not provided by CuDeco due to expiry of shareholder approval and its desire to
finalise funding arrangements as soon as possible.
Wayne McCrae
Chairman