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FENIX RESOURCES LTD Capital/Financing Update 2011

Dec 18, 2011

64910_rns_2011-12-18_d2949df7-0917-47ac-bbf9-1a080534bc31.pdf

Capital/Financing Update

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19 December 2011

Company Announcements Platform Australian Stock Exchange Limited 20 Bridge Street SYDNEY NSW 2000

COMPLETION OF SHARE PLACEMENT

Emergent Resources Limited (“Emergent” or “the Company”) is pleased to advise the completion of a placement of 20,244,609 ordinary fully paid shares to International Natural Resources Limited at 4.2 cents per share, raising approximately $850,000 to provide working capital for the Company.

International Natural Resources Limited is a strategic investment partner and holds 9.9% of the Company’s issued capital following completion of the placement.

The placement was completed pursuant to a placement facility approved by Shareholders at the Company’s annual general meeting on 30 November 2011.

An Appendix 3B and Section 708 notice are attached in respect of the shares issued.

ENDS

For further information please contact:

Nathan Lude Wolfgang Fischer Chief Executive Officer Executive Chairman Emergent Resources Limited PH: +61 8 9380 9122 E: [email protected] Website: www.emergentresources.com.au

About INR

INR is a privately owned, multi-national company. INR’s Chairman, Mr Jiaping Jiang, owns the private enterprise Jiangsu TianDiLong Group, one of China’s leading copper cable production companies. The TianDiLong Group had almost RMB 10.8 billion in sales in 2010 and is included in China’s top 500 manufacturers and also China’s top 500 Chinese Private Enterprises. The TianDiLong Group is currently building the Lianyungang Copper Processing Project, an 800,000 ton copper smelting facility in Jiangsu Province, China. The company is one of the largest non-ferrous products manufacturers in China.

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

Emergent Resources Limited

ABN

68 125 323 622

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
2
Number of+securities issued or to
be issued (if known) or maximum
number which may be issued
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)
Ordinary fully paid shares
20,244,609
  • 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
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
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
7
Dates of entering+securities into
uncertificated holdings or despatch
of certificates
8
Number
and
+class
of
all
+securities
quoted
on
ASX
(_including_the securities in clause 2
if applicable)
Yes Yes
4.2 cents each
Shares issued pursuant to a share placement to
International Natural Resources Limited, to
provide the Company with working capital.
16 December 2011
Number +Class
204,491,001 Ordinary
fully
paid
shares (EMG)
  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Appendix 3B New issue announcement

9
Number
and
+class
of
all
+securities not quoted on ASX
(_including_the securities in clause 2
if applicable)
Number +Class
3,700,000
300,000
125,000
1,046,443
125,000
Options exercisable at
$0.20 each on or
before
31
August
2012
Options exercisable at
$0.26 each on or
before 8 September
2012
Options exercisable at
$1.00 each on or
before 30 September
2012
Options exercisable at
$0.26 each on or
before
27
October
2012
Options exercisable at
$1.50 each on or
before 30 September
2013

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

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval N/a required? 12 Is the issue renounceable or nonN/a renounceable? 13 Ratio in which the[+] securities will N/a be offered 14 +Class of +securities to which the N/a offer relates 15 +Record date to determine N/a entitlements

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

Appendix 3B New issue announcement

16
Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17
Policy for deciding entitlements in
relation to fractions
18
Names of countries in which the
entity has+security holders who
will
not
be
sent
new
issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19
Closing
date
for
receipt
of
acceptances or renunciations
20
Names of any underwriters
21
Amount of any underwriting fee or
commission
22
Names of any brokers to the issue
23
Fee or commission payable to the
broker to the issue
24
Amount of any handling fee payable
to brokers who lodge acceptances
or renunciations on behalf of
+security holders
25
If the issue is contingent on
+security holders’ approval, the date
of the meeting
26
Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27
If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28
Date rights trading will begin (if
applicable)
N/a
N/a
N/a
N/a
N/a
N/a
N/a

N/a
N/a
N/a
N/a
N/a
N/a
  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 4

Appendix 3B New issue announcement

29
Date rights trading will end (if
applicable)
30
How do+security holders sell their
entitlements_in full_through a
broker?
31
How do+security holders sell_part_
of their entitlements through a
broker and accept for the balance?
32
How do+security holders dispose of
their entitlements (except by sale
through a broker)?
33
+Despatch date
N/a
N/a
N/a
N/a
N/a

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

  • 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

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 5

Appendix 3B New issue announcement

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 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought 40 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 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number +Class 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)

Quotation agreement

  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 6

Appendix 3B New issue announcement

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.

==> picture [146 x 45] intentionally omitted <==

Sign here: ............................................................ Date: 19 December 2011 (Director/Company secretary) Print name: Kevin Hart

== == == == ==

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7

19 December 2011

Company Announcements Office

Australian Securities Exchange Limited 20 Bridge Street Sydney NSW 2000

Dear Sir/Madam

Notice given under Section 708A(5) of the Corporations Act

This notice is given by the Company under section 708A(5)(e) of the Corporations Act in relation to an issue of equity securities by the Company, on 16 December 2011, without disclosure to investors under Part 6D.2 of the Corporations Act.

As at the date of this notice, the Company has complied with:

  • (a) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and (b) section 674 of the Corporations Act.

The Company confirms that, as at the date of this notice, there is no information that:

  • (a) has been excluded from a continuous disclosure notice given to ASX in accordance with the ASX Listing Rules; and

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

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

  • (ii) the rights and liabilities attaching to fully paid ordinary shares,

to the extent to which it would be reasonable for investors and their professional advisers to expect to find such information in a disclosure document.

Yours sincerely

Emergent Resources Limited

==> picture [129 x 41] intentionally omitted <==

Kevin Hart Company Secretary