EQ RESOURCES LIMITED — Capital/Financing Update 2012

Apr 3, 2012

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4 April 2012

Issue of Shares under Placement

Carbine Tungsten Limited (Carbine Tungsten or the Company) announces the placement of the Shortfall under its recent Non-Renounceable Rights Issue (refer announcement dated 16 March 2012). The placement raised $1,323,218 through the issue of 14,702,423 new Carbine Tungsten shares at $0.09 per share. Attached is the Appendix 3B for the issue.

Shareholder approval for the placement of the balance of the Shortfall will be sought at a General Meeting to be held in May 2012. Approval will be sought for the issue of 480,000 shares to Director Leon Pretorius at a price of $0.09 for $43,200 as applied for under the Top-Up Offer in the Rights Issue. Approval will also be sought in order to issue 1,500,000 shares to Managing Director Jim Morgan at a price of $0.09 for $135,000 as part of the Shortfall Placement.

Secondary Trading Exemption

The Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A. By the Company giving this notice, a sale of the Securities noted above will fall within the exemption in section 708A(5) of the Act.

The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:

• a) the Company issued the Securities without disclosure to investors under Part 6D.2 of the Act;

• b) as at 4 April 2012 the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and

• c) as at 4 April 2012 there is no information:

• i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

• ii) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:

  • A) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

  • B) the rights and liabilities attaching to the Securities.

Carbine Tungsten Limited

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Robert J Waring Company Secretary

Carbine Tungsten Limited ACN 115 009 106

Registered Office: Suite 505, Level 5, 35 Lime Street, Sydney NSW 2000, Tel: +61 2 9279 1252, Fax: +61 2 9279 2727 Cairns Office: 50 Scott Street, Bungalow Queensland 4870, Tel: +61 7 4052 2400, Fax: +61 7 4052 2444

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

Carbine Tungsten Limited

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 be issued Ordinary fully paid shares 2 Number of[+] securities issued or to be issued (if known) or maximum 14,702,423 number which may be issued 3 Principal terms of the[+] securities (eg, if options, exercise price and expiry Ordinary fully paid shares issued date; if partly paid[+] securities, the following the placement of the amount outstanding and due dates for payment; if +convertible Shortfall under the Company’s recent securities, the conversion price and Non-Renounceable Rights Issue. 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 will rank equally in all all respects from the date of allotment with an existing[+] class respects with all existing ordinary of quoted[+] securities? shares previously issued by the Company. 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 $0.09 per share 6 Purpose of the issue The shares were issued for general (If issued as consideration for the acquisition of assets, clearly identify working capital purposes, mainly in those assets) connection with the Mt Carbine project, as set out in the Offer Document dated 14 February 2012. 7 Dates of entering[+] securities into uncertificated holdings or 4 April 2012 despatch of certificates Number +Class 8 Number and[+] class of all[+] securities 256,982,718 Ordinary Fully Paid quoted on ASX ( including the Shares securities in clause 2 if applicable)

• 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 cents 30 November 2012 Options – exercise price 29 cents 30 November 2013 Options – exercise price 34 cents 17 November 2014 Options – exercise price 14 cents 17 November 2014 Options – exercise price 19 cents
	Full participation in any future dividends.

Part 2 – Bonus issue or pro rata issue

• 11-33

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.

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

Appendix 3B New issue announcement

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

• 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

• See chapter 19 for defined terms.

Appendix 3B Page 4

24/10/2005

Appendix 3B New issue announcement

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: ....................................................................... (Company Secretary)

Date: 4 April 2012

Print name: Robert J Waring

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• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 5