IDI Indico Resources Ltd

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

Indico Resources Ltd. ("Indico" or the "Company") (TSX VENTURE:IDI) announces
that further to its news releases of May 22 and June 26, 2013, the Company held
a special meeting of its shareholders on July 15, 2013 (the "Meeting"). At the
Meeting, an ordinary resolution of disinterested shareholders was passed
approving the potential creation of a new control person arising from the
issuance (the "Private Placement") of convertible debentures (the "Convertible
Debentures") to Stonehouse Construction Private Limited ("Stonehouse").


Pursuant to the terms of the Private Placement, Convertible Debentures in the
aggregate principal amount of $1,500,000 are to be issued to Stonehouse. The
Convertible Debentures bear interest at an initial rate of 8% per annum and are
convertible in whole or in part into an unit (the "Unit") at a price of $0.11
per Unit. Each Unit will be comprised of one common share in the capital of the
Company (a "Share") and one common share purchase warrant (a "Warrant"). Each
Warrant will entitle the holder to purchase one Share at an exercise price of
$0.16 per Share for a period of two years from the closing of the Private
Placement, subject to Indico's right to accelerate the exercise of the Warrants
(the "Accelerated Expiry") in the event the closing price of the Shares on the
TSX Venture Exchange (the "TSX-V") is equal to or exceeds $0.30 per Share for a
period of 10 consecutive trading days between the expiry date of the four month
hold period and the date of expiry of the Warrants.


On June 26, 2013, the Company announced that it had closed the first tranche of
the Private Placement with respect to a Convertible Debenture in the principal
amount of $574,769.03 which is convertible in whole or in part into a maximum of
5,225,173 Units at a price of $0.11 per Unit. The Company is pleased to announce
that it has now also closed the second tranche of the Private Placement with
respect to an additional Convertible Debenture in the principal amount of
$925,230.97 which is convertible in whole or in part into a maximum of 8,411,190
Units at a price of $0.11 per Unit. Immediately following completion of the
Private Placement, the Convertible Debentures issued to Stonehouse were
converted into an aggregate of 13,636,363 Units at a price of $0.11 per Unit.


Subject to the approval of TSX-V, Stonehouse may at its' sole discretion elect
to receive units of Indico (the "Interest Units") in payment of all or any part
of the accrued interest payable at the end of the term. Each Interest Unit shall
be comprised of one Share and one Warrant (the "Interest Warrant") entitling the
holder to acquire an additional Share expiring July 24, 2015, subject to the
Accelerated Expiry. The conversion price on the Interest Units and the exercise
price of the Interest Warrants shall be the lowest price allowable under the
policies of the TSX-V at the time TSX-V approval is obtained for such interest
conversion.


Following completion of the Private Placement, and subsequent conversion of the
Convertible Debentures, Stonehouse now has direct ownership and control over
13,636,363 common shares of the Company representing 19.29% of the issued and
outstanding common shares. If Stonehouse were to exercise all of the Warrants,
it would then own 27,272,726 common shares of the Company representing 32.34% of
the then issued and outstanding common shares of the Company.


Stonehouse acquired the Convertible Debentures and the underlying Units for
investment purposes. Stonehouse may, subject to the approval of the TSX-V, elect
to convert the all or a portion of outstanding interest payable on the
Debentures into Interest Units. Otherwise, Stonehouse has no present intention
to acquire further securities of the Company, although Stonehouse may in the
future acquire or dispose of securities of the Company, through the market,
privately or otherwise, as circumstances or market conditions warrant.


All securities issued in connection with the Private Placement will be subject
to a statutory hold period of four months plus a day from the date of issuance
in accordance with applicable securities legislation.


The net proceeds from the Private Placement are intended to be used to further
exploration of the Company's Ocana porphyry copper-gold project in Peru and for
general working capital purposes. 


About Indico Resources Ltd.

Indico Resources Ltd. is a resource exploration company focused in the discovery
and exploration of porphyry copper-gold deposits in South America. The Ocana
Porphyry Project is the Company's primary exploration project and is currently
the main focus of exploration activities. Recently, the Company entered into a
Memorandum of Understanding to acquire 51% initially and up to 100% eventually
by fulfilling the conditions set out in the press release dated 22 October, 2012
of the Maria Reyna Cu-Mo porphyry-skarn project in the Andahuaylas-Yauri Belt,
Cusco Region. This belt hosts several significant deposits, including the Las
Bambas porphyry-skarn cluster (1.7 billion tonnes of 0.60% Cu), Haquira (690
million tonnes at 0.59% Cu), and the neighbouring Constancia porphyry deposit
(reserves of 450 million tonnes at 0.36% Cu). For more information, please visit
our website at www.indicoresources.com; follow us on Twitter: @indicoresources
and Facebook: Indico Resources Ltd.


The technical information provided in this news release was reviewed and
approved by Robert W. Baxter (FAusIMM), a director of the Company and a
qualified person for the purposes of National Instrument 43-101.


On behalf of Indico Resources Ltd.,

Robert Baxter, President and Chief Executive Officer

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release.


Cautionary Statement Regarding Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of
the United States Private Securities Litigation Reform Act of 1995 and "forward
looking information" within the meaning of the British Columbia Securities Act
and the Alberta Securities Act. Generally, the words "expect", "intend",
"estimate", "will" and similar expressions identify forward-looking information.
By their very nature, forward-looking statements are subject to known and
unknown risks and uncertainties that may cause our actual results, performance
or achievements, or that of our industry, to differ materially from those
expressed or implied in any of our forward looking information. Statements in
this press release regarding Indico's business or proposed business, which are
not historical facts, are forward-looking information that involve risks and
uncertainties, such as estimates and statements that describe Indico's future
plans, objectives or goals, including words to the effect that Indico or
management expects a stated condition or result to occur. Since forward-looking
statements address events and conditions, by their very nature, they involve
inherent risks and uncertainties. Actual results in each case could differ
materially from those currently anticipated in such statements. Investors are
cautioned not to place undue reliance on forward-looking statements, which speak
only as of the date they are made. All of the Company's Canadian public
disclosure filings may be accessed via www.sedar.com and readers are urged to
review these materials, including the technical reports filed with respect to
the Company's mineral properties. The foregoing commentary is based on the
beliefs, expectations and opinions of management on the date the statements are
made. The Company disclaims any intention or obligation to update or revise
forward-looking information, whether as a result of new information, future
events or otherwise.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Indico Resources Ltd.
Bob Baxter
President & CEO
+1(604) 638-5817
+1(604) 408-7499 (FAX)
bbaxter@indicoresources.com
www.indicoresources.com

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