KINGSTON RESOURCES LIMITED — Capital/Financing Update 2012

May 28, 2012

29 May 2012

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ASX Market Announcements Australian Securities Exchange

NUW SIGNS ACQUISITION TERM SHEET AND COMPLETES PLACEMENT OF SHARES

NuWorld Solutions Limited (NUW or “the Company”), is pleased to announce that it has:

• Signed a binding term sheet (“ Term Sheet ”) to acquire 100% of the issued capital and options of Fleurieu Mines NL (“ FLE ”) with FLE in return for the issue of up to 18.5 million NUW shares and 6,168,834 NUW options (post a 200:1 consolidation) subject to certain conditions, including completion of due diligence, NUW shareholder approval, the successful completion of a public capital raising and recompliance with Chapters 1 and 2 of the ASX Listing Rules as a conseqeuence of a major change to the activities of the Company (the “ Transaction ”); and

• Completed a Placement to clients of Taylor Collison to raise $212,100.

Background on Fleurieu Mines NL

FLE was established in 2001 to acquire a portfolio of significant Iron Ore, Gold and Copper (IOGC) projects in South Australia. FLE has an interest in 8 exploration licences (EL’s) totalling approximately 4,365 square km’s of tenements, the closest being 40km North West of BHP Billiton’s (BHPB) world class Olympic Dam mine in South Australia and the others being situated along the Olympic Dam corridor. The EL’s are prospective for IOGC and uranium deposits and FLE have drill ready targets at Cultana which has been independently assessed as an ‘Olympic Dam/Prominent Hill” style target.

There has recently been significant consolidation of prospective IOGC exploration licences in the Olympic Dam Copper- Gold province by major mining companies, including:

• BHPB’s $10million acquisition in April 2012 of Minotaur Exploration’s EL’s near BHPB’s Wirrda Well prospect, 25 km south of Olympic Dam*.

• Rio Tinto’s $92 million farm in agreement in October 2011 with Tasman Resources at their Vulcan project 30 km North of Olympic Dam**; and most recently

• OZ Minerals US$250 million acquisition in May 2012 of the Carrapateena copper project from Rudy Gomez (58%) and various minorities 105km South East of Olympic Dam***.

It is envisaged that upon successful conclusion of the Transaction, NUW would review its current operations with a view to divestment and future operations would consist solely of the activities of the FLE group of companies (FLE plus its wholly owned subsidiaries) (the “ FLE Group ”). As part of this review the Board of NUW will also consider the composition of the Board going forward with a view to making changes to the Board to ensure it has the appropriate balance and skill set to develop the Company’s assets.

Source. * The Australian newspaper 24 April 2012; ** The Australian newspaper 10 October 2011; and *** ASX Announcement OZ Minerals 9 May 2012

NuWorld Solutions Limited

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Suite 4, 72 Canning Hwy, Victoria Park, WA 6100 AUSTRALIA Tel +61 8 9355 2565 Fax +61 8 9355 2575 Email info@nuworldsolutions.com.au Web www.nuworldsolutions.com.au

ABN 44 009 148 529

110152 (87502)

Key Terms of the Term Sheet

• NUW to acquire 100% of the issued capital and options of Fleurieu Mines NL (“ FLE ”) from the existing FLE shareholders and optionholders in return for the issue of:

• Up to 18.5 million shares on a post consolidation basis in the capital of NUW (“ Acquisition Shares” ); and

• Up to 6.17 million NUW Options exercisable at $0.20 on or before 31 December 2015 on a post consolidation basis (“ Acquisition Options” );

• (the “ Transaction ”).

• In addition to the Acquisition Shares and Acquisition Options, upon FLE achieving certain milestones in the future, NUW would issue the former FLE shareholders and optionholders:

• Up to 37 million shares on a post consolidation basis in the capital of NUW (“ Milestone Shares” ) and

• Up to 12.3 million NUW Options exercisable at $0.20 on or before 31 December 2015 on a post consolidation basis (“ Milestone Options” ).

• NUW must do all things as may be reasonably necessary or expedient to hold a General Meeting of the shareholders of NUW (“ General Meeting ”) to amongst other matters: approve a change of activities of the Company; approve a 200 for 1 consolidation of NUW’s issued capital; approve the Transaction; approve a further placement to raise additional capital.

• NUW must do all things necessary to undertake a public capital raising (” Public Capital Raising ”) pursuant to a Prospectus. The Public Capital Raising must raise at least $1.4 million at an issue price of $0.20 per ordinary share on a post consolidation basis.

• NUW and FLE agree to conduct their businesses prudently and in the ordinary course, and in a manner consistent with past practice from the date of the Agreement until completion of the Transaction.

• NUW will enter into a formal sale agreement with the shareholders and optionholders of FLE.

• Subject to shareholder approval to be sought at the General Meeting, NUW will issue up to 5 million NUW Options on a post consolidation basis exercisable at $0.20 on or before 31 December 2015 to a broker (or nominees) to be engaged to manage the Public Capital Raising.

• The Transaction is subject to a sunset date of 28 September 2012 unless otherwise agreed in writing, by which time all conditions must be satisfied or waived.

• The Transaction is subject to the conditions set out in Appendix 1.

Share Placements

NUW has completed a share placement to raise $212,100 to clients of Taylor Collison (“ Placement Tranche 1 ”). The placement of 606,000,000 ordinary shares was at an issue price of $0.00035 (0.035 cents) per share and will be predominantly used to fund the due diligence on the transaction and recompliance costs. This placement was completed under the Company’s 15% placement capacity pursuant to ASX Listing Rule 7.1 and therefore did not require shareholder approval.

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NuWorld Solutions Limited

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Suite 4, 72 Canning Hwy, Victoria Park, WA 6100 AUSTRALIA Tel +61 8 9355 2565 Fax +61 8 9355 2575 Email info@nuworldsolutions.com.au Web www.nuworldsolutions.com.au

ABN 44 009 148 529

NUW will also seek shareholder approval at the General Meeting to place up to a further 606,000,000 ordinary shares at an issue price of not less than $0.00035 (0.035 cents) on a pre-consolidation basis to raise up to a further amount of $212,100 to supplement the Company’s working capital (“ Placement Tranche 2 ”).

Impact of the Transaction

FLE estimates the total pro forma net assets of the combined group post completion to be approximately $6.5 million. This is calculated using NUW’s March 2012 unaudited management accounts, FLE’s March 2012 unaudited management accounts, the price of the Public Capital Raising, the amount of capital raised in the Placements Tranche 1 and Placement Tranche 2 and the issue of Acquisition Shares and Acquisition Options. A copy of an indicative pro-forma balance sheet showing the effect of the Transaction is set out in Appendix 2.

Further detailed financial information on the financial position of NUW and FLE will be provided in the explanatory memorandum which will be prepared for consideration by shareholders to accompany the Notice of General Meeting. Shareholders should carefully consider this information in full in considering the Transaction.

If the Transaction is completed, the capital structure of NUW (excluding any Milestone Shares and Options which may be issued in the future) will be as follows:

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NuWorld Solutions Limited

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Suite 4, 72 Canning Hwy, Victoria Park, WA 6100 AUSTRALIA Tel +61 8 9355 2565 Fax +61 8 9355 2575 Email info@nuworldsolutions.com.au Web www.nuworldsolutions.com.au

ABN 44 009 148 529

NUW Capital Structure

Current ordinary shares on issue	4,041,022,710
Placement of shares (Placement Tranche 1)	606,000,000
Proposed placement of shares (Placement Tranche 2)	606,000,000
Total Shares on Issue prior to Share Consolidation	5,253,022,710
Capital Structure AFTER Reconstruction @ 200:1 (at date of Prospectus)	26,265,114
Proposed issue of shares to shareholders of FLE	18,506,503
Proposed issue of shares under Public Capital Raising.	7,000,000
Proposed total shares on issue at Re-compliance	51,771,617
Options:
Current Options on Issue (Pre Consolidation) (NUWOA) Options exercisable at 1.0 cent on or before May 6, 2013 (NUWOC) Options exercisable at 0.50 cent on or before March 29 2013 (NUWAB) Unlisted Consultant Option Incentive Scheme Options exercisable at 2.5 cent on or before December 10 2012 (NUWAO) Unlisted Consultant Option Incentive Scheme Options exercisable at 2.5 cent on or before July 3, 2013	1,130,394,439 2,496,250,000 5,000,000 5,000,000
Current Options on Issue (after 200:1 Consolidation) (NUWOA) Options exercisable at $2.00 on or before May 6, 2013 (NUWOC) Options exercisable at $1.00 on or before March 29 2013 (NUWAB) Unlisted Consultant Option Incentive Scheme Options exercisable at $5.00 on or before December 10 2012 (NUWAO) Unlisted Consultant Option Incentive Scheme Options exercisable at $5.00 on or before July 3, 2013	5,651,973 12,481,250 25,000 25,000
Proposed issue of Options to option holders of FLE, exercisable at 20 cents on or before December 31, 2015	6,168,834
Proposed issue of Options to Broker exercisable at 20 cents on or before December 31, 2015	5,000,000
Proposed issue of Options under Public Share Offer, exercisable at 20 cents on or before December 31, 2015	7,000,000
Proposed total Options on issue at Re-compliance	36,352,057

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NuWorld Solutions Limited

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Suite 4, 72 Canning Hwy, Victoria Park, WA 6100 AUSTRALIA Tel +61 8 9355 2565 Fax +61 8 9355 2575 Email info@nuworldsolutions.com.au Web www.nuworldsolutions.com.au

ABN 44 009 148 529

Timetable

NUW expects to dispatch a Notice of Meeting and Explanatory Memorandum to its shareholders in mid July 2012. Shareholder approval will be sought for the Transaction, a 200 for 1 consolidation of shares and options, an approval to the Placement Tranche 2, an approval to undertake the Public Capital raising together with related matters including various approvals required under the Listing Rules of the ASX and pursuant to the Corporations Act.

The General Meeting to consider the resolutions is expected to be held in mid August 2012 with the Public Capital raising to be completed as soon as possible thereafter.

ASX Suspension

NUW understands that the Transaction, if approved by NUW shareholders, will be regarded by ASX as a change to the nature and scale of its business in accordance with the Listing Rules of the ASX. The Company’s securities are therefore expected to be suspended from trading on the day of the General Meeting of shareholders to approve the Transaction. If the Transaction is approved, the Company will remain suspended until it re-complies with the admission requirements of the ASX as set out in Chapter 1 & 2 of the ASX Listing Rules (‘ Re-compliance” ).

Ends

Mathew Whyte

Director NuWorld Solutions Limited

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NuWorld Solutions Limited

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Suite 4, 72 Canning Hwy, Victoria Park, WA 6100 AUSTRALIA Tel +61 8 9355 2565 Fax +61 8 9355 2575 Email info@nuworldsolutions.com.au Web www.nuworldsolutions.com.au

ABN 44 009 148 529

Appendix 1 – Transaction Conditions

Settlement of the Transaction will be subject to and conditional on the following conditions being satisfied (or waived by mutual agreement):

• 100% of the shareholders and optionholders in FLE entering into a sale agreement on terms acceptable to NUW;

• Completion of a Valuation of the assets of FLE by an Independent Consulting Geologist prior to the date specified in the timetable for Completion by NUW of due diligence (“ Valuation ”);

• NUW completing the 200:1 consolidation of its issued shares;

• NUW completing the 200:1 consolidation of its issued options;

• Completion by FLE of due diligence on the assets, liabilities and operations of NUW and the results of that due diligence being satisfactory to FLE (in its absolute discretion), to be satisfied by no later than 11 July 2012, or as otherwise agreed in writing ;

• Completion by NUW of due diligence on the assets, liabilities and operations of FLE and the results of that due diligence being satisfactory to NUW (in its absolute discretion), to be satisfied by no later than 11 July 2012, or as otherwise agreed in writing;

• The successful raising of:

• a minimum of $484,800 (before costs) under the proposed Tranche 1 and Tranche 2 placement of 1,212,000,000 shares at an issue price of no less than $0.00035 per share on a pre-consolidation basis; and

• a minimum of $1,400,000 (before costs) under a public offer at an issue price of no less than $0.20 per share on a post consolidation basis;

• NUW obtaining all required regulatory and shareholder approvals, including re-complying with the listing requirements in Chapters 1 and 2 of the ASX Listing Rules;

• NUW obtaining conditional approval from ASX for its shares to be re-admitted for quotation to the official list of the ASX.

If the conditions set out above are not satisfied (or waived by the Parties) on or before 5.00pm (WST) on 28th September 2012 or as otherwise agreed in writing, the agreement constituted by the Term Sheet will be at an end and the parties will be released from their obligations under the Term Sheet (other than accrued liabilities).

NuWorld Solutions Limited

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Suite 4, 72 Canning Hwy, Victoria Park, WA 6100 AUSTRALIA Tel +61 8 9355 2565 Fax +61 8 9355 2575 Email info@nuworldsolutions.com.au Web www.nuworldsolutions.com.au

ABN 44 009 148 529

Appendix 2 – Pro-Forma Balance Sheet

Consolidated Pro- Forma Current Assets Cash and cash equivalents 1,945,842 Trade and other receivables 27,076 Available for sale financial assets 143,912 Other current assets 6,205 Total Current Assets 2,123,035 Non-Current Assets Property, plant & equipment 33,497 Intangible assets 16,241 Exploration and evaluation expenditure 4,378,133 Total Non-Current Assets* 4,427,871	Consolidated Pro- Forma Current Assets Cash and cash equivalents 1,945,842 Trade and other receivables 27,076 Available for sale financial assets 143,912 Other current assets 6,205 Total Current Assets 2,123,035 Non-Current Assets Property, plant & equipment 33,497 Intangible assets 16,241 Exploration and evaluation expenditure 4,378,133 Total Non-Current Assets* 4,427,871
Total Assets	6,550,906
Current Liabilities Trade and other payables Total Current Liabilities	20,755 20,755
Total Liabilities	20,755
NET ASSETS	6,530,151
EQUITY Issued capital 46,729,817 Share- based payments reserve 92,266 Accumulated losses (40,291,932)
Total Equity 6,530,151

• Based on NUW’s March 2012 unaudited management accounts, FLE’s March 2012 unaudited management accounts, the price of the Public Capital Raising, the amount of capital raised in the Placements Tranche 1 and Placement Tranche 2 and the issue of Acquisition Shares and Acquisition Options.

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NuWorld Solutions Limited

Suite 4, 72 Canning Hwy, Victoria Park, WA 6100 AUSTRALIA Tel +61 8 9355 2565 Fax +61 8 9355 2575 Email info@nuworldsolutions.com.au Web www.nuworldsolutions.com.au

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ABN 44 009 148 529