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TESORO GOLD LTD M&A Activity 2013

Sep 29, 2013

65957_rns_2013-09-29_cc054aac-9991-4c79-9cc1-7e43a62e99b4.pdf

M&A Activity

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DMX Corporation Limited ACN 90 009 140 550

ASX ANNOUNCEMENT

30 September 2013

WITHDRAWAL OF DMX CORPORATION’S PROPORTIONAL TAKEOVER OFFER FOR 66.7% OF CONTINUATION INVESTMENTS

On 12 August 2013, DMX Corporation Limited (DMX) announced that it was to make an offer to purchase two out of every three shares held by each Continuation Investments Limited (COT) shareholder. The offered price was 7.00 cents per COT share or 5.83 DMX shares per COT share.

Since this time, DMX made initial steps to have the proposed new DMX shares listed on the ASX. In addition, DMX has also been in discussions with COT and ASIC regarding the offer.

Since making the announcement on 12 August 2013, there have been two important changes in circumstances relevant to the offer:

  1. On 12 August 2013, DMX took the initial steps to have ASX list the new scrip being offered in the share alternative. These discussions eventually concluded that because DMX shares are currently suspended from trading, application to for the new shares to be listed would be refused. As a result of the unsuccessful approach to ASX by DMX, DMX was advised that an application to have the scrip being offered to be listed would be unsuccessful resulting in the making of the offer of scrip that would be listed currently and within foreseeable future unachievable; and

  2. COT’s announcement on 17 September 2013 that 72.3% of COT shareholders indicating they will reject the offer, meaning that DMX’s 30% minimum acceptance condition cannot be met.

As a consequence of these changes in circumstances, since the announcement of 12 August 2013, the Board of DMX has determined to withdraw the 12 August 2013 offer. In coming days the company will announce whether a fresh offer will be put to COT shareholders.

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Roger Collison Executive Chairman

C/- Stature Chartered Accountants Level 4, 92 Pitt Street, Sydney NSW 2000 GPO Box 3619, Sydney NSW 2001 Phone: +612 8256 2120 Fax: +612 9231 2199