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NEURIZER LTD Capital/Financing Update 2011

Feb 28, 2011

65442_rns_2011-02-28_4fbb13a3-d2bc-4340-950f-8b997be83b39.pdf

Capital/Financing Update

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1 March 2011

Manager Companies Companies Announcements Office Australian Securities Exchange Ltd

E-Lodgement via ASX On-Line

MARATHON RESOURCES LIMITED ACN 107 531 822

ASX ANNOUNCEMENT

Notice under Section 708AA of the Corporations Act

Marathon Resources Limited (ASX: MTN) ( Marathon ) refers to its Offer Memorandum and Appendix 3B lodged with ASX on 16 February 2011 in relation to a one (1) for ten (10) non-renounceable prorata rights issue priced at $0.50 per new Marathon share ( Rights Issue ).

This notice is given under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (the Act ). Marathon advises that:

  • (1) the securities being offered under the Rights Issue will be offered for issue without disclosure to investors under Part 6D.2 of the Act;

  • (2) as at the date of this notice Marathon has complied with the provisions of Chapter 2M of the Act as they apply to Marathon and section 674 of the Act;

  • (3) as at the date of this notice there is no information that is excluded information under section 708AA(8) and (9) of the Act that has not already been disclosed to investors generally or in the Offer Memorandum and Appendix 3B lodged on 16 February 2011;

  • (4) the potential effect the Rights Issue will have on the control of Marathon’s undiluted share capital will depend on the extent shareholders take up their entitlements. If all shareholders take up their entitlements the Rights Issue will have no effect on the control of Marathon. Marathon has been advised by its substantial shareholders, Mount Kellett Capital Partners (Ireland) Limited) (through its nominee National Nominees Limited) ( Mount Kellett ) and CITIC Australia Pty Ltd ( CITIC ) that they will each take up their entitlements in full to the extent permitted by law, and in the case of Mt Kellett, so that its beneficial holding does not exceed 20%. Given the ratio of the shares offered under Rights Issue, even if Mount Kellett and CITIC each took up their respective entitlements in full as per the above and no other shareholders took up their entitlements, the Rights Issue would not have any material effect on the control of Marathon.

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  • (5) As the Rights Issue will not result in any material effect on the control of Marathon, there will be minimal consequences of that effect.

Dated this 1[st] day of March 2011

By order of the Board

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Peter L Williams Chairman Marathon Resources Limited