MCM.L Regulatory News (MCM)

Name of entity

Coal of Africa Limited

ABN

98 008 905 388

1

+Class of +securities issued or to be issued

Shares

2

Number of +securities issued or to be issued (if known) or maximum number which may be issued

50,323,963 ("Tranche 2 Shares")

3

Principal terms of the +securities (eg, 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)

Fully paid ordinary

4

Do the +securities rank equally in all respects from the date of allotment 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

Yes

5

Issue price or consideration

51 pence (AU 79 cents) per Share

6

Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

Net proceeds raised from the issue of 79,676,037 Tranche 1 Shares (issued on 8 November 2011) and the 50,323,963 Tranche 2 Shares (following receipt of shareholder approval on 14 December 2011) will be used to finance the following:

·; the remaining capital expenditure to bring the Vele project into production and related working capital - c. US$25 million;

·; the first tranche cash consideration for the Chapudi Acquisition upon receipt of regulatory approvals (by no later than 30 April 2012 under the terms of the Sale and Purchase Agreement (as amended) with the Sellers) - US$43 million payable on completion of the acquisition in addition to the deposit of US$2 million that has already been paid to the Sellers;

·; c. US$15 million on targeted exploration activities and a technical programme at Chapudi and in respect of other Soutpansberg Coalfield projects in order to advance preparation for New Order Mining Right applications; and

·; c. US$17 million for general working capital/corporate purposes including c. US$10 million to establish a financial guarantee for the Transnet Freight Rail account and c. US$5 million in adviser fees for the preparation of the registration document and Mineral Expert's Report published on 31 October 2011.

7

Dates of entering +securities into uncertificated holdings or despatch of certificates

On or around 15 December 2011

Number

+Class

8

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

662,284,573

Fully paid ordinary shares

Number

+Class

9

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

250,000

7,000,000

1,000,000

600,000

1,650,000

5,000,000

818,500

2,500,000

1,441,061

1

Class B Options exercisable at $2.05 each on or before 1 May 2012.

Class D Options exercisable at $1.25 each on or before 30 September 2012.

Class G Options exercisable at $1.90 each on or before 30 September 2012.

Class H Options exercisable at $1.25 on or before 1 May 2012.

Class I Options exercisable at $3.25 on or before 31 July 2012.

Class J Options exercisable at $2.74 on or before 30 November 2014.

Class K Options exercisable at $1.90 on or before 30 June 2014.

Class C Options exercisable at $1.20 on or before 9 November 2015

ESOP Options exercisable at $1.40 on or before 30 September 2015

Option to subscribe for 50 million ordinary shares for 60 pence each between 1 November 2010 and 1 November 2014, as approved by shareholders on 22 April 2010.

10

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

Not applicable

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