EQ RESOURCES LIMITED — Capital/Financing Update 2011

Jul 20, 2011

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20 July 2011

Icon Rights Issue Allotment

Icon Resources Ltd (Icon or the Company) has completed its 8 for 10 Non-Renounceable Rights Issue (which included a ‘top-up’ facility). Rights Issue shares have been allotted and holding statements despatched to all shareholders who took up those rights.

The Rights Issue (and top-up facility) raised $4,492,112 through the issue of 59,894,824 new Icon shares at $0.075 per share. The Company notes that as a result of the Rights Issue and in accordance with ASX Listing Rule 6.22.2 the exercise price of Icon’s existing options has been adjusted downwards, as shown on the attached Appendix 3B.

The Shortfall from the Rights Issue was 35,403,574 shares or $2,655,268. In accordance with the Offer Document, Icon reserves the right to make a placement of the Shortfall shares at the sole discretion of the Company’s Directors to institutional, professional, sophisticated and other investors to whom disclosure under Part 6D.2 of the Corporations Act is not required. The placement will require shareholder approval at the Annual General Meeting, which is expected to be held on 7 September 2011.

Attached are the following:

• A Top 20 shareholder list following completion of the Rights Issue; and

• A revised Appendix 3B that amends the draft Appendix 3B notice released to ASX on 14 June 2011.

Icon Resources Ltd

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Robert Waring Company Secretary

Icon Resources Ltd ACN 115 009 106

Suite 505, 35 Lime Street, Sydney NSW 2000 Telephone: +61 2 9279 1252 Facsimile: +61 2 9279 2727

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Icon Resources Ltd Top 20 Shareholders as at 20 July 2011

Top 20 Shareholders of Ordinary Shares as at 20 July 2011 following the Rights Issue allotment of shares	Shares	% Shares issued
Dr Leon Eugene Pretorius	23,400,000	13.07
Mr Neil Kenneth Watson & Ms Margaret Helen Moroney	4,185,403	2.34
Mr Neil Watson & Ms Margaret Moroney	3,853,335	2.15
Fallon Nominees Pty Ltd	3,580,231	2.00
Baglora Pty Ltd	3,540,000	1.98
Nicholson Super Pty Ltd	3,526,833	1.97
Bullock Point Pty Ltd	3,515,014	1.96
Mr Stephen Bruce Bartrop & Ms Kerryn Wendy Chisholm	3,512,782	1.96
Golden Reef Enterprises Pty Ltd	3,221,826	1.80
Alan Scott Nominees Pty Ltd	3,150,000	1.76
Alcardo Investments Limited	3,034,971	1.69
Sofew Assets Pty Ltd	2,500,000	1.40
Mr David Hanks	2,339,334	1.31
Mr Roger Adrian Aldred Parker & Mrs Margaret Denise Parker	2,221,111	1.24
Mr Darcy Milburn	2,021,111	1.13
JA Johnstone Pty Ltd	2,000,001	1.12
Mr David John Hanks	1,693,334	0.95
Mr Neil Kenneth Watson	1,672,803	0.93
Locope Pty Ltd	1,650,000	0.92
Troppo Resources Pty Ltd	1,597,407	0.89
Total of top 20 holdings	76,215,496	42.56
Other holdings	102,852,326	57.44
Total fully paid shares issued	179,067,822	100.00

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Icon Resources Ltd

ABN

77 115 009 106

We (the entity) give ASX the following information.

Part 1 – All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to Ordinary fully paid shares be issued 2 Number of[+] securities issued or to be issued (if known) or maximum 59,894,824 number which may be issued 3 Principal terms of the[+] securities Ordinary shares issued following (eg, if options, exercise price and expiry date; if partly paid Rights Issue under Offer Document +securities, the amount dated 15 June 2011 outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in All shares issued pursuant to the all respects from the date of allotment with an existing[+] class Rights Issue will rank equally with of quoted[+] securities? Icon fully paid ordinary shares trading on the ASX under Code III. 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. 5 Issue price or consideration 7.5 cents per share 6 Purpose of the issue The shares were issued pursuant to (If issued as consideration for the the non‐renounceable pro rata offer acquisition of assets, clearly (Rights Issue) on the basis of 8 New identify those assets) shares for every 10 shares held on the Record Date. The funds raised from the issue will be used for the purposes set out in the offer document. 7 Dates of entering[+] securities into uncertificated holdings or 20 July 2011 despatch of certificates Number +Class 8 Number +securities and quoted +class on of ASX all 179,067,822 * Ordinary Fully Paid Shares ( including the securities in clause 2 if applicable)

• Includes 50,000 shares from a prior placement incorrectly excluded from the Appendix 3B lodged with ASX on 4 November 2010.

• See chapter 19 for defined terms.

Appendix 3B Page 2

24/10/2005

Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	1,260,870 400,000 1,500,000 450,000 950,000	30 November 2012 Options – exercise price 44.5 cents 30 November 2012 Options – exercise price 29.5 cents 30 November 2013 Options – exercise price 34.5 cents 17 November 2014 Options – exercise price 14.5 cents 17 November 2014 Options – exerciseprice 19.5 cents
	Full participation in any future dividends.

Part 2 – Bonus issue or pro rata issue

11 to 33

Not applicable

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 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.

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional +securities held by those holders

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

Appendix 3B New issue announcement

36 If the[+] securities are[+] equity securities, a distribution schedule of the additional[+] securities setting out the number of holders in the categories 1 ‐ 1,000 1,001 ‐ 5,000 5,001 ‐ 10,000 10,001 ‐ 100,000 100,001 and over

37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

38 to 42

Not Applicable

Quotation agreement

• • 1 Quotation of our additional securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted[+] quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no‐one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Sign here: ....................................................................... Date: 20 July 2011 (Company Secretary)

Print name: Robert J Waring

• See chapter 19 for defined terms.

Appendix 3B Page 4

24/10/2005