PAINCHEK LTD — Capital/Financing Update 2015

Nov 15, 2015

MinQuest agrees amended terms for Convertible Loan facility

Highlights

• MinQuest and Magna have renegotiated the terms of the Convertible Loan Facility (“the Facility”) announced on 12 August 2015 to better reflect MinQuest’s short term financing requirements.

• The balance of funds to be drawn by MinQuest under Tranche A of the Facility has been increased from US$340,000 to US$420,000 and will be received by MinQuest in seven monthly instalments of US$60,000.

• MinQuest will not draw down Tranche B of the Convertible Loan facility.

• The funds to be received under the amended Facility will be utilised by MinQuest to complete the Scoping Study of the Marg Project and for general corporate purposes.

16 November 2015

DIRECTORS

David Deloub Chairman

Jeremy Read Managing Director

Paul Niardone Non-Executive Director

Adam Davey Non-Executive Director

Stephen Kelly Company Secretary

SHARE INFORMATION

MinQuest Limited (ASX: MNQ) announced on 12 August 2015 that it had entered into a US$1 million Convertible Loan facility ( “Facility” ) with Magna Equities II, LLC ( “Magna” ).

Under the original terms of the Facility, MinQuest was to draw down the US$1 million in two tranches of US$500,000 as follows:

• Tranche A. US$160,000 was received on the date of closing. The balance of US$340,000 was to be made available to MinQuest following shareholder approval of the Facility. Shareholder approval of the Facility was obtained at the Extraordinary General Meeting of Shareholders held on 7 October 2015.

• Tranche B was to be drawn at MinQuest’s election (subject to fulfilment of certain conditions precedent), between 60 and 65 calendar days after closing.

ASX Code: MNQ Issued Capital: 214,295,543 Fully Paid Shares 72,816,669 Listed Options 15,619,853 Unlisted Options

CONTACT INFORMATION

Registered Office: Suite 1, 47 Park Road Milton, QLD 4064 T: +61 7 3511 6570 F: +61 7 3369 3305 www.minquest.com.au

MinQuest Limited ACN: 146 035 127

The funds received by MinQuest under the Facility were to be utilised to progress the Company's bid to acquire the Wolverine Zinc mine and for other Corporate purposes.

On 6 October 2015, the Company announced that its offer to acquire the assets of the Wolverine Zinc mine would not proceed following implementation of the Yukon Zinc creditor restructuring plan. Subsequent to that announcement, the Company and Magna entered into discussions to vary the terms of the Facility to better match the short term funding requirements of the Company as follows:

• Tranche A. The additional funds to be received by the Company under Tranche A have been increased from US$340,000 to US$420,000. The funds will be received in seven monthly instalments of US$60,000 commencing November 2015.

• Tranche B. The Company will not draw down any funds under Tranche B.

• No further Commitment Options will be issued to Magna.

• The expiry date of each drawdown of funds under the facility is twelve months from the date on which funds are received by the Company.

All other significant terms of the Facility remain as disclosed in the Company’s ASX announcement dated 12 August 2015 and as described in the notice of meeting for the Extraordinary General Meeting held on 7 October 2015.

MinQuest Managing Director, Mr Jeremy Read said that the restructuring of the Facility provided MinQuest with the funding necessary to complete the Scoping Study for the Marg Project and to fund operating costs whilst providing maximum funding flexibility going forward.

“In a challenging financing environment for emerging resource companies, the Facility provided by Magna enables MinQuest to continue to pursue opportunities to expand and develop its portfolio of projects. MinQuest looks forward to continuing its mutually beneficial relationship with Magna,” he said.

Competent Person Statement

The information in this report that relates to exploration results is based upon information reviewed by Mr Chris Doornbos BSc (Hons) who is a Member of the Australasian Institute of Mining and Metallurgy and a Professional Member of the Association of Professional Engineers and Geoscientists of Alberta. Mr Doornbos is a full time employee of MinQuest Limited and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves‘. Mr Doornbos consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. Mr currently owns 2,490,908 Fully Paid Ordinary Shares and has the entitlement to a further 3,772,096 shares subject shareholder approval being received.

Forward Looking Statements

This announcement contains “forward-looking statements”. Such forward-looking statements include, without limitation: estimates of future earnings, the sensitivity of earnings to commodity prices and foreign exchange rate movements; estimates of future production and sales; estimates of future cash flows, the sensitivity of cash flows to commodity prices and foreign exchange rate movements; statements regarding future debt repayments; estimates of future capital expenditures; estimates of resources and statements regarding future exploration results; and where the Company expresses or implies an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, forward looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements. Such risks include, but are not limited to commodity price volatility, currency fluctuations, increased production costs and variances in resource or reserve rates from those assumed in the company’s plans, as well as political and operational risks in the countries and states in which we operate or sell product to, and governmental regulation and judicial outcomes. For a more detailed discussion of such risks and other factors, see the Company’s Annual Reports, as well as the Company’s other filings. The Company does not undertake any obligation to release publicly any revisions to any “forward looking statement” to reflect events or circumstances after the date of this release, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities law.