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DEVELOP GLOBAL LIMITED Capital/Financing Update 2012

Jun 3, 2012

64801_rns_2012-06-03_792ec377-7b17-48a7-a171-679febf12f70.pdf

Capital/Financing Update

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1 June 2012

Dear Optionholder

VENTUREX RESOURCES LIMITED: PRO-RATA NON-RENOUNCEABLE RIGHTS ISSUE

As announced on 29 May 2012, Venturex Resources Limited (ACN 122 180 205) ( Venturex ) is undertaking a 1:10 pro rata non-renounceable rights issue ( Offer ) of approximately 125,032,913 new fully paid ordinary shares ( Shares ) at an issue price of $0.036 each, to raise approximately $4,501,185 before expenses. The Company lodged a prospectus for the Offer ( Prospectus ) with ASIC and ASX on 1 June 2012.

The Offer is fully underwritten by Northern Star Resources Limited ( Underwriter ).

The funds raised under the Offer, together with the approximately $6.5 million raised by the Company pursuant to the placement to the Underwriter, Northern Star Resources on 28 May 2012, are planned to be used in accordance with the table set out below:

Proceeds of the Offer & Placement $ %
Feasibility Study 1,900,000 17.23%
Exploration – Australia 2,300,000 20.86%
Exploration – Brazil 1,000,000 9.07%
Expenses of the Offer & Placement 430,761 3.91%
Working capital 5,393,880 48.93%
Total 11,024,641 100.00%

The Offer is being made to every shareholder of the Company ( Shareholder ) named on its register of members at 7:00pm AEST on 13 June 2012 ( Record Date ), whose registered address is in Australia or New Zealand.

New Shares will rank equally with all fully paid ordinary shares in the capital of the Company ( Shares ) already on issue.

Following completion of the Offer, the Company will have issued approximately 125,032,913 new Shares, resulting in a total issued Share capital of approximately 1,375,362,048.

Optionholders

The terms and conditions of the options you currently hold do not entitle you to participate in the Offer unless they have vested and you exercise your options in time for new Shares to be allotted and to be entered on the Company’s register of members on or before the Record Date.

To exercise your vested options and thereby participate in the Offer, you will need to deliver the following to the Company at Suite 3, Level 1, 127 Cambridge Street, West Leederville, Western Australia, 6007:

  • (a) a notice of exercise of options (attached to this letter);

Registered & Principal Office Suite 3, Level 1, 127 Cambridge Street, West Leederville WA 6007 PO Box 1444, West Leederville WA 6901

ABN 28 122 180 205 Tel: +61 8 6389 7400 www.venturexresources.com Fax: +61 8 9463 7836 E: [email protected]

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  • (b) an option certificate (where the options are certificated) or a copy of a holding statement (where the options are uncertificated) in respect of those options to be exercised; and

  • (c) payment for the exercise price in respect of those options to be exercised by way of a cheque made payable to “Venturex Resources Limited”.

To ensure that your new Shares are allotted prior to the Record Date, the above must be received by Venturex Resources Limited by no later than 6 June 2012. If received after this date, allotment of new Shares prior to the Record Date cannot be assured.

Before deciding whether to exercise any or all of your options, you should read the Prospectus in its entirety.

This notice is important and requires your immediate attention. If you have any queries concerning the Offer, please contact your financial adviser or the Company Secretary, Liza Carpene, on +61 8 6387 7400.

Yours sincerely

LIZA CARPENE Company Secretary

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