BARYS RESOURCES LIMITED — Capital/Financing Update 2013

Apr 2, 2013

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3 April 2013

Dear Optionholder

Notice to Optionholders of Entitlements Issue

We write to you as the registered holder of Mining Group Limited ( Mining Group ) options as at today’s date. As announced on 19 March 2013, the Directors of Mining Group have resolved to undertake a non-renounceable entitlements issue of approximately 70,904,712 new shares ( New Shares ) on the basis of two New Shares for every three Mining Group shares held by shareholders on the record date at an issue price of $0.035 per New Share and a free attaching New Option ( New Options ) (with an exercise price of $0.06 and an expiry date of 30 June 2015) for every two New Shares issued to raise approximately $2.48 million before costs ( Entitlements Issue ).

The Entitlements Issue is fully underwritten by Cygnet Capital Pty Ltd ( Underwriter or Cygnet ). In consideration, Cygnet will be entitled to a 5% capital raising fee and 1% management fee calculated on total funds raised via the Entitlements Issue, which, at Cygnet’s election can be taken as cash or converted to shares at the same price as those offered pursuant to the Entitlements Issue.

Further, on successful completion of the Entitlements Issue, Cygnet will be entitled to a success fee of 22,500,000 options on the same terms as the New Options. The issue of any Listed Options under the Listed Options Offer is subject to Shareholder approval at a general meeting.

The Entitlements Issue is available to Mining Group shareholders registered on the record date of 11 April 2013 ( Record Date ) and who reside in Australia or New Zealand.

The Entitlements Issue is being made pursuant to a Prospectus which was lodged with the Australian Securities and Investments Commission on 28 March 2013 ( Prospectus ). The Prospectus is available at the Company’s website: www.mininggroup.net.au or on the ASX website (company announcements section, ASX code: MNE) at www.asx.com.au.

Key Dates:The current proposed timetable for the Entitlement Offer is as follows*:
Event	Date
Lodgement of Prospectus with the ASIC	28 March 2013
Lodgement of Prospectus & Appendix 3B with ASX	28 March 2013
Notice sent to Optionholders	3April 2013
Notice sent to Shareholders	3 April 2013
Ex date	5 April 2013
Record Date for determining Entitlements	11 April 2013
Prospectus despatched to Shareholders & Company announces despatchhas been completed	17 April 2013
Closing Date	2 May 2013

Securities quoted on a deferred settlement basis	3 May 2013
ASX notified of under subscriptions	7 May 2013
Despatch of holding statements	10 May 2013
Deferred settlement trading ends	13 May 2013
Quotation of Securities issued under the Offer	13 May 2013

* Dates subject to change and indicative only. The Company reserves the right to amend this timetable, including, subject to the Corporations Act 2001 (Cth) and the Listing Rules of ASX, to extend the Closing Date.

Under the terms of the options you currently hold, there is no entitlement to participate in the Entitlements Issue unless you exercise your options, and are entered onto the register as a shareholder on or before the Record Date.

If you wish to participate in the Entitlements Issue, it will be necessary for you to exercise all or part of your options. Accordingly, you should complete a Notice of Exercise of Options ( Notice ) and lodge the Notice with the Company, together with your payment for the number of shares you wish to take up. If payment for the exercise of options is not received prior to 11 April 2013 ( Record Date ), you will not be able to participate in the Entitlement Offer.

If you do not wish to participate in the Entitlements Issue (in respect of your options), you do not need to take any action. If you hold Employee Share Options (Class K and Class L) and choose not to exercise your options, the exercise price of your unexercised options will be reduced in accordance with the formula set out in the ASX Listing Rules.

Before deciding whether to exercise any or all of your options, you should consider the terms of the Entitlements Issue carefully, including the fact that the closing price of the Company’s shares immediately prior to the announcement of the Entitlements Issue was less than the exercise price of your options. If in any doubt, consult with your professional adviser.

Each New Share allotted as a result of the exercise of an option will rank pari-passu with all other ordinary shares of the Company on issue.

If you have any queries in relation to the Entitlements Issue, please to do not hesitate to contact Shannon Coates, the Company Secretary on (08) 9322 4328.

Yours faithfully

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Shannon Coates Company Secretary

SUITE 1, GROUND FLOOR, 83 HAVELOCK STREET, WEST PERTH, WESTERN AUSTRALIA 6005 TELEPHONE 08 9322 4328 FAX 08 9322 5230

www.mininggroup.net.au