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FENIX RESOURCES LTD Capital/Financing Update 2011

Dec 15, 2011

64910_rns_2011-12-15_40d62e60-7bf3-4601-abef-04ac75187092.pdf

Capital/Financing Update

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ASX/MEDIA RELEASE 16 December 2011

EMERGENT SIGNS AGREEMENT WITH NEW STRATEGIC CHINESE PARTNER

KEY POINTS

  • Agreement signed with International Natural Resources (INR) to form new company (NewCo) to advance exploration and development of Emergent’s precious and base metals projects in Australia and seek listing on ASX;

  • INR to invest A$4m to acquire 55% equity stake in NewCo;

  • Subject to shareholder approval, Emergent will vend its gold and base metals exploration projects into NewCo in return for a 20% equity stake in NewCo;

  • Emergent to receive a $0.5m cash reimbursement from NewCo;

  • Emergent to have board position on NewCo;

  • INR subscribes for 9.9% of Emergent’s total issued share capital at an issue price of A$0.042 per share to raise approximately $850,000 in working capital for Emergent;

  • Preliminary discussions with INR to provide Emergent with project financing, asset level investment and/or off‐take on the Beyondie Iron Project.

Emergent Resources Limited (Emergent or the Company) (ASX:EMG) is pleased to announce that it has entered into a binding co‐investment agreement with International Natural Resources Ltd (INR). As a strategic partner INR has subscribed for 9.9% of Emergent’s total issued share capital and has also subscribed to invest A$4 million to acquire 55% equity stake in a new company (NewCo) focused on the further exploration and development of Emergent’s precious and base metals exploration assets in Western Australia.

INR is a privately controlled, multi‐national company focused on the exploration, development and processing of mineral resources around the world. INR’s Chairman is the founder of the privately owned Jiangsu TianDiLong Group, which is one of China’s leading copper cable production companies. Currently the TianDiLong Group is building the Lianyungang Copper Processing Project, an 800,000 ton copper smelting facility in Jiangsu Province, China. INR’s focus is to develop quality exploration projects and provide off‐take arrangement upon project development.

INR will subscribe for A$4 million in shares in NewCo representing a 55% equity stake. Subject to EMG shareholder approval, Emergent will vend its gold and base metal exploration projects into NewCo and in return will receive A$1.6 million in the form of NewCo shares, representing a 20% equity stake in NewCo.

NewCo will seek to list on the Australian Securities Exchange (ASX) by way of an Initial Public Offering (IPO) in 2012.

Additionally, Emergent will receive A$500,000 in cash as a reimbursement for past expenditure on the projects. The remaining 25% equity in NewCo will be offered to Emergent’s shareholders through a priority entitlement and any shortfall will be made available to the public, from which it is aimed to raise A$2.0 million. Emergent will have direct ongoing involvement with NewCo through a seat on the NewCo Board.

9.9% Placement in Emergent

As part of the binding co‐investment agreement, INR has entered into a placement arrangement as a cornerstone investor in Emergent. The subscription is for 20,244,609 fully paid ordinary shares, at an issue price of A$0.042 per share, representing 9.9% of Emergent’s total issued share capital and raising additional working capital of approximately $850,000 for the Company.

The placement is being made under the facility approved by shareholders at the Annual General Meeting held on 30 November 2011. Proceeds from the issue will further strengthen the Company’s sound cash position. This provides Emergent with the means to advance exploration of its current projects and pursue exploration projects that have the potential to achieve a near term revenue stream, consistent with the Company’s stated strategy. Accordingly the Company is actively pursuing new exploration and mining opportunities in Australia and overseas.

The Company has also had preliminary discussions with INR on assistance with the provision of project finance, asset level investment and / or an off‐take agreement for the Beyondie Iron Project, with future negotiation taking place on a non exclusive and good faith basis. Emergent remains focused on seeking out a strategic partner to further advance the Beyondie Iron Project.

Emergent Chief Executive Officer, Nathan Lude commented, “We welcome INR as a new cornerstone investor in Emergent and we look forward to developing a partnership that will enable accelerated evaluation and potential development of Emergent’s exciting projects. This is a very good avenue for Emergent to partner with a company that has potential end market needs. Subject to approval from our shareholders, we will create a new company listed on the ASX for our precious and base metals exploration projects. We believe this is the best way to rapidly advance these assets while bringing in additional money to the Company. Emergent is now in a sound financial position with a cornerstone partner that can provide off‐take and is prepared to provide further financial investment to enable Emergent to fulfill its strategy. Combined with the 20% holding in NewCo the Company will be well positioned to create future value for shareholders”

Notice of Meeting

Emergent will seek shareholder approval for the sale of the Company’s tenements into the new joint venture company in January/February 2012. A Notice of Meeting will shortly be sent out to shareholders.

ENDS

For further information please contact:

Nathan Lude Chief Executive Officer

Wolfgang Fischer Executive Chairman

Emergent Resources Limited PH: +61 8 9380 9122 E: [email protected] Website: www.emergentresources.com.au

Media:

James Harris Professional Public Relations +61 8 9388 0944 Em: [email protected]

About Emergent Resources

Emergent Resources Limited is a diversified, multi commodity junior exploration and development company which listed on the Australian Securities Exchange in August 2008.

The Company’s portfolio constitutes a substantial package of projects in Western Australia, including;

  • Beyondie Iron Project (magnetite/near surface hematite)

  • Extension & Extension North, Marymia (gold, copper)

  • Mt Bartle Project at Glengarry (gold, base metals);

  • North Pool Project at Glengarry (gold, base metals,);

  • Diamond Well Project at Glengarry (gold, base metals);

  • Rainbow Bore, Clarrie Well and Fenceline at Glengarry (base metals, uranium);

  • Marble Bar Project (gold, copper),

  • Paterson / Rudall River Project (gold, copper, uranium).

While the portfolio covers important prospective geological settings that are conducive to the emplacement of substantial or world class mineral deposits, Emergent is also pursuing further opportunities with significant economic potential throughout Australia and the world.

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.