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DEVELOP GLOBAL LIMITED M&A Activity 2009

May 7, 2009

64801_rns_2009-05-07_7652130a-409e-4d21-a2db-dbcc7f58c533.pdf

M&A Activity

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ASX Announcement Code: VXR

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8 May 2009

Revised Offer for CMG Gold Limited

As announced on 3 April 2009, Venturex Resources Limited (Venturex) intends to make an off-market scrip takeover for all the issued capital in unlisted public company CMG Gold Limited (CMG), which has acquired or is in the process of acquiring four advanced gold projects in Mato Grosso State, Brazil.

The terms of the offer were:

  • 3.75 Venturex Shares for each CMG Share when the Takeover Offer becomes unconditional within the timeframe specified in the Corporations Act; and

  • 1.25 Venturex Shares for each CMG Share to be issued within 14 days after St Elina or another project in Brazil (which in the opinion of Venturex Directors acting reasonably has similar or greater economic potential to St Elina) is controlled by Venturex.

For further details:

Dr Tim Sugden Managing Director T: +61 8 6424 9188 M: +61 407 085 032

E: [email protected]

  • In order to simplify and expedite the transaction, as well as provide a more transparent post -completion capital structure, Venturex will now offer:

  • 4.25 Venturex Shares for each CMG Share when the Takeover Offer becomes unconditional within the timeframe specified in the Corporations Act.

All other terms and conditions outlined in the previous announcement of the Takeover Offer on 3 April 2009 remain unchanged.

Board

Allan Trench Non-Executive Chairman

Tim Sugden Managing Director

The Directors of Venturex believe that this a fair and reasonable offer and provides greater certainty for CMG Shareholders. The Board of CMG are supportive of the amended terms and continue to unanimously recommend that CMG Shareholders accept the Takeover Offer.

The Company expects to lodge a Bidder's Statement shortly.

Michael Mulroney Non-Executive Director

Liza Carpene Company Secretary

TIM SUGDEN Managing Director

Contact Details

Registered Office: Level 1 35 Richardson Street West Perth WA 6005 T: +61 8 6424 9188 F: +61 8 9463 7836

E: [email protected]

W: www.venturexresources.com

ABN: 28 122 180 205

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