IMAGE RESOURCES NL — Regulatory Filings 2012

Mar 18, 2012

Appendix 3B

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

Name of entity Image Resources NL ABN 57 063 977 579

We (the entity) give ASX the following information.

Part 1 - All issues

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) 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	Quoted fully paid ordinary shares
	5,395,858 ordinary shares
	N/A
	Yes
	$0.35 per share

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6 Purpose of the issue Shares issued to a combination of
(If issued as consideration for the sophisticated and professional investors as
acquisition of assets, clearly identify announced to ASX on 9.3.2012
those assets)
7 Dates of entering securities into
uncertificated holdings or despatch 20.3.2012
of certificates
Number Class
8 Number and class of all securities
quoted on ASX ( including the 94,984,817 Ordinary fully paid
securities in clause 2 if applicable) shares
Number Class
9 Number and class of all securities
not quoted on ASX ( including the 3,000,000 Ordinary fully paid
securities in clause 2 if applicable) shares – Unquoted as
voluntarily escrowed for
twelve months until
11.10.2012
1,200,000 Ordinary fully paid
shares – Unquoted as
voluntarily escrowed for
twelve months until
5.4.2012
2,200,000 Options exercisable on or
before 20.11.2012 at
$2.12 per option
2,345,000 Options exercisable on or
before 18.12.2014 at
$1.1162 per option
95,000 Options exercisable on or
before 21.12.2015 at
$0.6995 per option
2,600,000 Options exercisable on or
before 27.12.2016 at
$0.3908 per option
10 Dividend policy (in the case of a
trust, distribution policy) on the N/A
increased capital (interests)
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Part 2 - Bonus issue or pro rata issue

No Issues to be advised

• 11 Is security holder approval required?

• 12 Is the issue renounceable or nonrenounceable?

• 13 Ratio in which the[+] securities will be offered

• 14 +Class of +securities to which the offer relates

• 15 +Record date to determine entitlements

• 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	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)
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

Part 3 - Quotation of securities

34 Type of securities

( tick one )

(a) Securities described in Part 1

• (b) All other securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

NO NEW CLASS OF SECURITIES BEING FORMED

• 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)

NOT REQUIRED TO BE COMPLETED

38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought

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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)
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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.

• 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.

• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the securities to be quoted, it has been provided 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.

Signed:

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Date: 19 March 2012

Print name: Rudolf Tieleman Capacity: Company Secretary