REDBANK COPPER LTD 
By ASX ANNOUNCEMENT 29 JANUARY 2013
HIGHLIGHTS
• Amendments to Restructure Deed signed between Stirling Resources Limited, Investmet Limited, Redbank Copper Limited and Stirling's major shareholder, DCM DECOmetal GmbH, to facilitate the restructure and recapitalisation of Redbank.
• Strong Shareholder endorsement of the proposed restructure and recapitalisation of
Redbank obtained at Shareholders meeting on 15 January 2013.
• Completion of Aeromagnetic survey on Wollogorang joint venture tenement.
RESTRUCTURE AND RECAPITALISATION
Redbank announced on 22 May 2012 that it had signed a Restructure Deed with Investmet Limited ("Investmet"), Stirling Resources Limited ("Stirling") and Stirling's major shareholder DCM DECOmetal GmbH ("DCM") to facilitate the restructure and recapitalisation of Stirling and Redbank ("Transaction").
Amended Restructure Transaction
As announced on 12 November 2012, the ASX advised that, based on the terms of the Transaction, Stirling would need to re-comply with the full ASX admission criteria. Due to this advice, it was agreed by all parties to the Transaction that Stirling would not be able to directly participate in the proposed Transaction.
On 14 December 2012, the Company announced that it had executed an Amended and Restated Restructure Deed ("Amended Restructure Deed") to revise the terms of the Restructure Deed.
The terms of the Transaction as previously announced were varied such that:
1. The capital raising to be undertaken by Redbank will be up to $10 million, with a minimum subscription of $7.5 million, of which $5 million will be underwritten by Investmet. The capital raising is currently expected to be via a Placement of new shares at $0.005 per share.
2. Stirling will procure that Stirling Copper Pty Ltd transfers 68,876,665 Redbank shares to
Investmet.
3. At Completion, an estimated $1,500,000 debt to Investmet will be converted into ordinary Redbank shares at a deemed issue price of $0.005 per share.
4. The proceeds of the capital raising will be used partly to repay debts (as estimated as at 28 February 2013) of approximately $3,500,000 to DCM and approximately
$780,000 to Stirling (unless this debt is converted as per paragraph 5 below).
5. The debt to Stirling, estimated to be approximately $780,000 at 28 February 2013, is to be repaid or converted into Redbank shares (at $0.005 per share) on Completion at
the election of Redbank.
1
The parties have agreed to negotiate in good faith that the debt remaining after
Completion will be governed by certain Loan Syndicate Arrangements ("LSA's"), such LSA's to include a two year moratorium on any principal and interest repayments.
Post the end of the December 2012 quarter, on 15 January 2013, the Company obtained strong shareholder support and the shareholder approvals required to proceed with the proposed Transaction as amended by the Amended Restructure Deed.
Completion is required to take place on or prior to 28 February 2013.
OPERATIONS
During the December quarter, Redbank's copper project remained on "care and maintenance" and no exploration activities were conducted on its 100% owned tenements.
However, during the quarter, Redbank completed a significant aeromagnetic survey over EL10335 in the Northern Territory of Australia. The Company has the right to earn up to 85% of that part of the tenement that is the subject of the Wollogorang Joint Venture (WJV) Agreement between Redbank and Gulf Mines Limited (ASX:GLM) ("Gulf").
As a result of completion of the survey, Redbank fulfilled its obligations to earn a 49% interest in the WJV.
The Company is due to receive the raw data from this survey and it is expected that this data will be subject to professional interpretation in the current quarter.
FUNDING Interim Funding
On 7 August 2012, Redbank advised that it had signed a Loan Agreement ("Loan
Agreement") with Investmet to provide up to $1.5 million in funding for the Company's working capital requirements. To date, $1,000,000 has been advanced to the Company pursuant to the Loan Agreement.
On 14 December 2012, Redbank advised it had executed a Deed of Amendment and Restatement to the Loan Agreement ("Amended Loan Agreement") with Investmet. Pursuant to the Amended Loan Agreement, Investmet and Redbank have agreed to amend the Loan Agreement such that drawdowns will not be in amounts of $250,000 but will be on an "as required" basis. The loan will not be limited to six advances, rather will be drawn down as required by Redbank based on an agreed budget approved by Investmet.
FOR FURTHER INFORMATON Damian Delaney/Martin Depisch
Non-Executive Directors
Telephone: 08 6389 6400 Head Office
Mobiles: 0438 921 666/0477 172 644
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Appendix 5B Mining exploration entity quarterly report
Appendix 5B Mining exploration entity quarterly reportIntroduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/2001, 01/06/10.
Name of entity
REDBANK COPPER LIMITED
Rule 5.3
ABN Quarter ended ("current quarter")
66 059 326 519 31 December 2012
Consolidated statement of cash flowsCash flows related to operating activities
1.1 Receipts from product sales and related debtors
1.2 Payments for (a) exploration and evaluation
(b) development
(c) administration
1.3 Dividends received
1.4 Interest and other items of a similar nature received
1.5 Interest and other costs of finance paid
1.6 Income taxes paid
1.7 Other
Net Operating Cash Flows
+ See chapter 19 for defined terms.
30/9/2001 Appendix 5B Page 1
Appendix 5B
Mining exploration entity quarterly report
Net increase (decrease) in cash held
1.20 Cash at beginning of quarter/year to date
1.21 Exchange rate adjustments to item 1.20
1.22 Cash at end of quarter
Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entitiesCurrent quarter
$A'000
1.23 Aggregate amount of payments to the parties included in item 1.2 -
1.24 Aggregate amount of loans to the parties included in item 1.10 -
1.25 Explanation necessary for an understanding of the transactions
N/A
Non-cash financing and investing activities2.1 Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows
N/A
2.2 Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest
N/A
Financing facilities availableAdd notes as necessary for an understanding of the position.
3.1 Loan facilities
3.2 Credit standby arrangements
+ See chapter 19 for defined terms.
Appendix 5B Page 2 30/9/2001
Appendix 5B Mining exploration entity quarterly report
Estimated cash outflows for next quarter4.1 Exploration and evaluation
4.2 Development
4.3 Production
4.4 Administration
Reconciliation of cashReconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows.
Changes in interests in mining tenements6.1 Interests in mining tenements relinquished, reduced or lapsed
6.2 Interests in mining tenements acquired or increased
+ See chapter 19 for defined terms.
30/9/2001 Appendix 5B Page 3
Appendix 5B
Mining exploration entity quarterly report
Issued and quoted securities at end of current quarterDescription includes rate of interest and any redemption or conversion rights together with prices and dates.
7.12 Unsecured notes
(totals only)
+ See chapter 19 for defined terms.
Appendix 5B Page 4 30/9/2001
Compliance statementAppendix 5B Mining exploration entity quarterly report
1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 4).
2 This statement does give a true and fair view of the matters disclosed.
Sign here: ............................................................. Date:29 January 2013 (Company secretary)
Print name: Shannon Coates
Notes1 The quarterly report provides a basis for informing the market how the entity's activities have been financed for the past quarter and the effect on its cash position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.
2 The "Nature of interest" (items 6.1 and 6.2) includes options in respect of interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items
6.1 and 6.2.
3 Issued and quoted securities The issue price and amount paid up is not required in items 7.1 and 7.3 for fully paid securities.
4 The definitions in, and provisions of, AASB 1022: Accounting for Extractive
Industries and AASB 1026: Statement of Cash Flows apply to this report.
5 Accounting Standards ASX will accept, for example, the use of International Accounting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.
== == == == ==
+ See chapter 19 for defined terms.
30/9/2001 Appendix 5B Page 5
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