TESORO GOLD LTD — Merger & Acquisition 2013

Nov 24, 2013

ABN 90 009 140 550

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ASX ANNOUNCEMENT

25 November, 2013

DMX CORPORATION LIMITED’S TAKEOVER OFFER FOR CONTINUATION INVESTMENTS LIMITED

Pursuant to item 5 of section 633(1) of the Corporations Act 2001 (Cth), enclosed is a copy of:

• a Bidder’s Statement (including the offer document) issued by DMX C orporation Limited (ABN 90 009 140 550) ( DMX ) dated 25 November 2013 in relation to a full takeover offer by DMX for all ordinary s hares in Continuation Investments Limited (ABN 91 106 854 175) ( COT ); and

• a pro forma Acceptance F orm in respect of that takeover offer.

The Bidder’s Statement, toge t her with personalised Acceptance Forms, w ill be dispatched to shareholders of COT on 5 D ecember 2013. The Bidder’s Statement w a s lodged with the Australian Securities and Inv e stments Commission and served on COT e a rlier today.

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Roger Collison Executive Chairman

C/- Stature Chartered Accountants Level 4, 92 Pitt Street, Sydney NSW 2000 Phone: +612 8256 2120 Fax: +612 9231 2199 www.dmxcorp.com.au

THIS IS AN IMPORTANT DOCUMENT THAT REQUIRES YOUR IMMEDIATE CONSIDERATION. IF YOU ARE IN ANY DOUBT AS TO HOW TO ACT OR DEAL WITH THIS DOCUMENT, YOU SHOULD CONSULT YOUR FINANCIAL, LEGAL OR OTHER PROFESSIONAL ADVISER IMMEDIATELY.

ACCEPT

OFFER by DMX Corporation Limited (DMX) (formerly known as DoloMatrix Limited)

to acquire your shares in

Continuation Investments Limited (COT)

(formerly known as vanEyk Three Pillars Limited and, subject to shareholder agreement, to be called Ophir Metals)

• For 7.20 cents CASH per COT Share.

To accept this Offer, complete and sign the enclosed Acceptance Form and return it to the address set out in that form prior to expiry of this Offer.

The Offer opens at 7:00am (AEST) on Tuesday 10 December 2013 and closes at 7:00pm (AEST) on Friday 18 January 2014 unless otherwise extended.

For enquiries relating to this offer, please call Mr Roger Collison on 1300 656 162

CORPORATE DIRECTORY

Directors

Mr Roger Collison (Executive Chairman) Mr John Welsh (Non-Executive Director) Mr Michael Haddad (Non-Executive Director)

Shareholder Contact

Roger Collison Phone: 1300 656 162 Email: roger@collison.com

Share Registry

Link Market Services Level 12, 680 George Street Sydney NSW 2000 Phone: +61 1300 554 474 Fax: +61 2 9287 0303 www.linkmarketservices.com.au

Registered Office

Level 4, 92 Pitt St Sydney NSW 2000 Phone: 02 8256 2100 Fax: 02 9231 2199 www.dmxcorp.com.au

Legal Adviser to DMX Corporation

Etienne Lawyers Level 57 MLC Centre 19 – 29 Martin Place Sydney NSW 2000 Phone: 02 8845 2400 www.etiennelaw.com

Auditor of DMX Corporation

HLB Mann Judd (NSW Partnership) Chartered Accountants Level 19, 207 Kent Street Sydney NSW 2000 Phone: 02 9020 4000 Fax: 02 9020 4190 www.hlb.com

and from 27 November (subject to shareholder approval)

Nexia Australia Level 16, 1 Market Street Sydney NSW 2000 Phone: 02 9251 4600 Fax: 02 9251 7138 www.nexia.com.au

DMX Corporation’s bidders statement Page 2

Important Dates*

Register Date^: (After the date of lodgement with ASIC)	5 December 2013
Bidder’s Statement lodged with ASIC:	25 November 2013
Date of Offer (Offer opens): 10 December	7:00 am (AEDT) on 2013
Closing Date of Offer: 18 January	7:00 pm (AEDT) on 2014

• These dates may change as permitted by the Corporations Act. Any such change will be announced to ASX.

^ The Register Date is the date of determination of those COT Shareholders to whom this Bidder’s Statement will be sent. The Offer does not extend to any COT Shares that come within the bid class during the Offer Period, by way of conversion, an exercise of a right or otherwise.

DMX Corporation’s Bidder’s Statement Page 3

TABLE OF CONTENTS

Corporate directory............................................................................................................................................. 2	Corporate directory............................................................................................................................................. 2
Important dates................................................................................................................................................... 3
Table of contents................................................................................................................................................ 4
Chairman’s letter ................................................................................................................................................ 5
1.	Important notices ....................................................................................................................................... 7
2.	Summary of the offer.................................................................................................................................. 9
3.	How to accept the offer ............................................................................................................................ 12
4.	Reasons to accept the offer ..................................................................................................................... 13
5.	Terms of the offer..................................................................................................................................... 16
6.	Profile of DMX Corporation ...................................................................................................................... 27
7.	Profile of Continuation Investments ......................................................................................................... 30
8.	Intentions as to the future of Continuation Investments ........................................................................... 33
9.	Sources of cash consideration................................................................................................................. 35
10.	Tax consequences................................................................................................................................... 36
11.	DMX Corporation’s Listing Rule 4E statement of results for the 12 months to 30 June 2013 .................. 38
12.	Other material information........................................................................................................................ 48
13.	Approval................................................................................................................................................... 51
14.	Definitions and interpretation ................................................................................................................... 52
15.	DMX Corporation’s announcements in 2012 and 2013 ........................................................................... 56
16.	COT announcements in 2012 and 2013 .................................................................................................. 58

DMX Corporation’s bidders statement Page 4

CHAIRMAN’S LETTER

Dear COT Shareholder,

RE: Takeover Offer by DMX Corporation for Continuation Investments

This Bidder’s Statement contains an Offer by DMX Corporation to acquire all of your shares in COT for:

A cash consideration of 7.20 cents per COT Share.

The completion of the Offer is subject to a limited number of Bid Conditions, which are detailed in Section 5.6 of this Bidder’s Statement, including a requirement that DMX Corporation acquires a relevant interest in at least 50.1% of all COT Shares by the end of the Offer Period. If any of the Bid Conditions are not satisfied in accordance with their terms, DMX Corporation may elect to waive those Bid Conditions or withdraw the Offer.

The directors of DMX Corporation strongly recommend that you accept the Offer. The primary reasons why DMX Corporation believes that you should accept this Offer are:

1. Significant premium to the July 2012 rights issue price: the consideration offered under this Offer represents a 40% premium to the issue price offered in respect of your Shares in COT’s rights issue completed last year.

2. Premium to the recent trading in the shares: the last market trade in COT since the offer was announced was at 6.5 cents. The last sale prior to the announcement was 6.5 cents per share.

3. Continued long-term underperformance: since 2009, the net tangible assets ( NTA ) per COT Share has declined by 71.7%. The NTA per COT Share has been declining at a rate of over 10% per annum. The future rate of decline, if any, cannot be predicted.

1. Lack of strategy, confidence and transparency: since COT conducted its buy-back of COT Shares in late 2011 the COT Directors have failed to set forth any clear business strategy for maximising the economic interests of COT Shareholders. The announcement by the Board of COT on 19 August 2013, about the future strategy and direction of COT does not change the view of the Board of DMX Corporation.

5. Immediate return: by accepting this takeover offer for your shareholding in COT, you will receive a return of your capital and your investment in COT – a stock that has had a low trading liquidity in recent years.

6. Minimal Bid Conditions: this Offer is subject to a limited number of defeating conditions, which minimises the risk of this Offer not being completed after being accepted by COT Shareholders.

7. No brokerage fees or stamp duty: you will not incur any stamp duty and, in most cases, no brokerage charges as a result of accepting this Offer.

DMX Corporation believes the 7.20c per COT share offered is fair and reasonable and reflects the combination of the current net assets of COT and the present value of the overhead costs for the Company that has an operating cost shortfall of about 0.80 cents per annum. These overhead costs are unavoidable due to the Company’s current form.

The Offer opens at 7:00am on 10 December 2013 and is currently scheduled to close at 7:00pm (AEST) 18 January 2014, unless otherwise varied.

I encourage you to accept this Offer. Further details in relation to this Offer and about DMX Corporation are provided in this Bidder’s Statement, which you should read in full. To accept this Offer, complete and sign the enclosed Acceptance Form and return it to the address set out in that form.

DMX Corporation’s Bidder’s Statement Page 5

Should you have any enquiries about this Offer, please consult your financial, legal or other adviser, or call DMX Corporation on 1300 656 162.

Sincerely,

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Mr Roger Collison Executive Chairman

DMX Corporation’s bidders statement Page 6

1. IMPORTANT NOTICES

1.1 Nature of this document

This document is a Bidder’s Statement issued by DMX Corporation Limited (ABN 90 009 140 550) dated 25 November 2013 and is given by DMX Corporation to Continuation Investments Limited (ABN 91 106 854 175) under Part 6.5 of the Corporations Act. This Bidder’s Statement contains an offer to acquire all (100%) of your COT Shares and also sets out certain disclosures required by the Corporations Act.

A copy of the Bidder’s Statement was lodged with the Australian Securities and Investments Commission ( ASIC ) on 25 November 2013.

Neither ASIC nor any of its officers take responsibility for the contents of this Bidder’s Statement.

1.2 Investment advice

In preparing this Bidder’s Statement, DMX Corporation has not taken into account your individual investment objectives, financial situation or other particular needs. Accordingly, you may wish to consult your financial, legal, tax or other professional adviser before deciding whether or not to accept this Offer.

1.3 Disclaimer as to information relating to Continuation Investments

The information on COT contained in this Bidder’s Statement has been prepared by DMX Corporation using publicly available information, which has not been independently verified. Accordingly, DMX Corporation does not make, subject to the Corporations Act, any express or implied representation or warranty with respect to the accuracy or completeness of such information.

1.4

Forward looking statements

This Bidder’s Statement contains forward-looking statements that have not been based solely on historical facts, but are rather based on current expectations about future events and results. These forward looking statements are subject to inherent risks and uncertainties. These risks, uncertainties – and factors may cause actual events, results, performance or achievements to differ possibly to a material extent – from those expressed or implied in the forward looking statements in this Bidder’s Statement.

Although DMX Corporation believes that the expectations reflected in the forward looking statements included in this Bidder’s Statement are appropriate, none of DMX Corporation, its directors and officers, or any person named in this Bidder’s Statement or involved in the preparation of this Bidder’s Statement, can give any assurance or guarantee that the assumptions upon which the forward-looking statements in this Bidder’s Statement were based will prove to be correct or exhaustive beyond the date of its making, or that the business and operations of COT will not be affected by other factors not currently foreseeable by DMX Corporation or its directors and officers or that are beyond DMX Corporation’s control.

None of DMX Corporation, its directors and officers, or any person named in this Bidder’s Statement or involved in the preparation of this Bidder’s Statement, makes any representation or warranty (express or implied) as to the accuracy or likelihood of fulfilment of any forward looking statement, or any event, outcome or result expressed or implied in any forward looking statement, except to the extent required by law.

DMX Corporation’s Bidder’s Statement Page 7

1.5 Privacy

For the purposes of this Offer, DMX Corporation has obtained personal information relating to your shareholding in COT pursuant to its rights under the Corporations Act. By completing and returning an Acceptance Form, you authorise DMX Corporation to disclose any such information as well as any personal information contained in your Acceptance Form on a confidential basis to its related bodies corporate and service providers ( Collecting Parties ) where necessary for the purposes of this Offer in accordance with the Privacy Act 1988 (Cth). If obliged to do so by law or any Public Authority, personal information collected from COT Shareholders will be passed on to third parties strictly in accordance with legal requirements. Once personal information is no longer needed, it will be destroyed or de-identified.

Collecting Parties will use personal information collected in the course of conducting this Offer solely for purposes relating to this Offer. You may have access to the information that the Collecting Parties hold about you subject to certain exemptions under law. Access requests must be made in writing to DMX Corporation at its registered address. A fee may be charged for access.

If you do not provide the information required on the Acceptance Form, the Collecting Parties may not be able to accept or process your acceptance of this Offer.

1.6 Defined terms

A number of defined terms are used in this Bidder’s Statement. These terms are explained in section 14 of this Bidder’s Statement unless stated otherwise.

DMX Corporation’s bidders statement Page 8

2. SUMMARY OF THE OFFER

Set out below is a summary of the Offer. This is qualified by detailed information in the rest of the Bidder’s Statement. You should read the Bidder’s Statement in its entirety prior to deciding whether to accept the Offer.

Question	Answer	Further
		Details
What is the Offer?	DMX Corporation Limited (ABN 90 009 140 550) (DMX) is offering to	Section 5.1
	acquire all of your ordinary shares in Continuation Investments Limited
	(ABN 91 106 854 175) (COT) for a:
	cash consideration of 7.20 cents for each of your
	COT Shares the subject of a valid acceptance of the
	Offer.
	(Assuming that each of the Bid Conditions is satisfied in accordance with
	their terms or waived by DMX Corporation.)
	For the full terms and conditions of the Offer, please see Section 5.
When does the	The Offer opens at 7:00am (AEST) on 10 December 2013 and is	Section 5.3
Offer open and	currently scheduled to close at 7:00pm (AEST) on 18 January 2014,
close?	subject to DMX Corporation extending or withdrawing the Offer in
	accordance with the Corporations Act.
Can DMX	Yes, the Offer can be extended by DMX Corporation or otherwise in	Section 5.8
Corporation extend	accordance with the Corporations Act. You will be sent written notice of
the Offer Period?	any extension, and any extension will be announced to ASX.
Who can accept the	Any person who:	Section 5.5
Offer?
	 is capable of, during the Offer Period, giving good title to a parcel
	of COT Shares that were on issue as at the Register Date; and
	 has not already accepted the Offer for those COT Shares.
Can I accept the	Yes	Section 5.5
Offer if I am a
Foreign COT
Shareholder?
When can I accept	At any time during the Offer Period, which is currently scheduled to close	Section 5.3
the Offer?	at 7:00pm (AEST) on 18 January 2014, unless extended or withdrawn in
	accordance with the Corporations Act.
How do I accept	To accept this Offer, you must:	Section 5.4
this Offer?
	 complete the enclosed Acceptance Form; and
	 return it to the address set out in that form,
	prior to the expiry of the Offer Period, which is currently schedule to close
	at 7:00pm (AEST) on 18 January 2014.
Will I incur any	You will not incur any stamp duty on accepting the Offer.	Section 4.6
brokerage or stamp
duty if I accept?	If your COT Shares are registered in an Issuer Sponsored Holding in
	your name and you deliver them directly to DMX Corporation, you will not

DMX Corporation’s Bidder’s Statement Page 9

Question	Answer	Further
		Details
	incur any brokerage connected with accepting the Offer.
	If your COT Shares are in a CHESS Holding or you hold your COT
	Shares through a bank, custodian or other nominee, you should ask your
	Controlling Participant (usually your broker) or the bank, custodian or
	other nominee whether it will charge any transaction fees or service
	charges connected with you accepting the Offer.
When will I receive	If you validly accept the Offer and provide all necessary documents at the	Section
my Bid	time of that acceptance, you will be paid your cash consideration for your	5.11
Consideration?	COT Shares to which DMX Corporation acquires good title by the end of
	whichever of the following periods ends earlier:
	 1 month after your acceptance of this Offer or, if at the time of
	your acceptance, the Offer is subject to one or more outstanding
	Bid Conditions, 1 month after all the Bid Conditions have been
	fulfilled or waived; or
	 21 days after the end of the Offer Period.
What happens if	If DMX Corporation increases the Bid Consideration, all COT	Sections 5.3
DMX Corporation	Shareholders who have accepted an Offer by the close of the Offer	and 5.14(d)
increases the Bid	Period – including those who have accepted the Offer prior to the Bid
Consideration?	Consideration having been increased – will be entitled to the increased
	Bid Consideration, assuming that the Offer is completed successfully.
Are there any	Yes. The completion of this Offer is subject to a number of defeating	Section 5.6
conditions to the	conditions, including:
Offer?
	 DMX Corporation acquiring a minimum of 50.1% relevant interest
	in COT. At the Register Date, the offer is for 100% of the shares
	in COT;
	 No other person having 40% or more voting power in COT;
	 No “Prescribed Occurrences”;
	 No event occurs during the Offer Period that is likely to have a
	material adverse effect on the assets, liabilities or prospects of
	COT; and
	 No event occurs during the Offer Period that reduces, or is likely
	to reduce, the net assets of COT by more than $150,000.00
	For a complete list and description of the Bid Conditions, please see
	Section 5.6 of this Bidder’s Statement.
When will the Offer	The Offer will become “unconditional” upon all Bid Conditions being	Section 5.6
become	either satisfied in accordance with their terms or waived by DMX	and 5.8
unconditional?	Corporation in accordance with the terms outlined in Section 5.8 of this
	Bidder’s Statement.
	DMX Corporation may choose to waive any of the Bid Conditions in
	accordance with this Offer.
What happens if the	If the Bid Conditions are not satisfied before the Offer closes or waived
Bid Conditions are	within the prescribed period, then the Offer will lapse and your
not satisfied or	acceptance will be void.
waived?
	You will continue to hold your COT Shares and be free to deal with them

DMX Corporation’s bidders statement Page 10

Question	Answer	Further
		Details
	as if the Offer had not been made, unless you have already sold your
	COT Shares to someone else.
What if I do not	If you do not accept the Offer, you will retain all of your COT Shares and	Section
accept the Offer?	will not be entitled to receive any cash consideration for those COT	5.14(f)
	Shares under the Offer.
	You will continue to hold your COT Shares and be free to deal with them
	as if the Offer had not been made, unless you have already sold your
	COT Shares to someone else.
	DMX Corporation will not become entitled to compulsorily acquire your
	COT Shares unless it acquires 90% of the total shares in COT in the
	course of the Offer.
Intentions for COT	If the Offer is completely successfully, DMX Corporation intends to	Section 8
after completion of	operate COT as an operating subsidiary with a similar investment
the Offer	approach as DMX Corporation itself.
	DMX Corporation’s investment approach is outlined in Section 7 of this
	Bidder’s Statement.
What are the	Other then the systemic risk of any business as the Bid Consideration is	Section
material risks of	cash and DMX Corporation has the funds to acquire all of the outstanding	5.14(e)
accepting the	COT Shares there are no other material risks in accepting the Offer.
Offer?
What are the tax	You should consult a financial, tax or other professional adviser on the	Section 10
implications of	tax implications of accepting the Offer. A general summary of the tax
accepting the offer	consequences for COT Shareholders as a result of accepting the Offer is
	set out in Section 10 of this Bidder’s Statement.
Further enquiries	Should you have any queries about the Offer, please contact DMX
	Corporation on 1300 656 162.

DMX Corporation’s Bidder’s Statement Page 11

3. HOW TO ACCEPT THE OFFER

To accept this Offer, please complete the Acceptance Form enclosed with this Bidder’s Statement and return it to the address as set out in the form prior to expiry of the Offer.

Alternatively, follow the instructions below.

How to accept This will depend on whether your COT Shares are held in an Issuer Sponsored Holding or CHESS Holding .

Issuer Sponsored Your COT Shares are held on Continuation Investments’ issuer sponsored sub- Holding register if your security holder reference number starts with an “I”.

If your COT Shares are in an Issuer Sponsored Holding, you may accept this Offer by completing and signing the enclosed Acceptance Form and returning it to the address set out on the Acceptance Form such that it is received before the Offer closes.

CHESS Holding Your COT Shares are held in a CHESS Holding if your holder identification number starts with an “X”.

If your COT Shares are in a CHESS Holding, you may accept this Offer by:

• instructing your broker or Controlling Participant to accept the Offer on your behalf; or

• completing and signing the Acceptance Form and returning it to the address set out on the form such that it is received before the Offer closes. This will authorise DMX Corporation to instruct your broker or Controlling Participant to accept the Offer on your behalf.

COT Shareholders should allow sufficient time for Acceptance Forms to be received by or on behalf of DMX Corporation by the close of the Offer Period, which is currently scheduled to close at 7:00pm (AEST) on 18 January 2014.

DMX Corporation’s bidders statement Page 12

4. REASONS TO ACCEPT THE OFFER

4.1 Premium to the July 2012 rights issue price

In July 2012, COT had a 1:2.4 renounceable rights issue at 5.00 cents per COT Share. The effect of that rights issue was that for every 15 COT Shares held by a participating COT Shareholder, that COT Shareholder would have received 36 new COT Shares at a cost of 5 cents each. This would have resulted in a total of 51 shares being held up from the initial 15 shares held.

DMX believes the 7.20c per COT share offered is fair and reasonable and reflects the combination of the current net assets of COT and the present value of the overhead costs for the Company. These overhead costs are unavoidable due to the Company’s current form. Unavoidable costs include registry, legal, audit, accounting and listing costs.

4.2 Premium to historical trading in the shares

Although trading in COT shares is limited, the volume weighted average price (VWAP) has been declining since the rights issue. The DMX Corporation cash Bid Consideration is a 14% premium to the 6 month VWAP from 7 February 2013 to 9 August 2013 (6.14 cents), and a 5% premium to the 12 month VWAP from 9 August 2012 to 9 August 2013 (6.67 cents). 9 August was the last trading before the announcement of the offer.

DMX Corporation is offering to buy your COT Shares (including all of the new shares issued to you in the rights issue, or would have been issued to you had you participated in the rights issue) for:

• 7.20 cents cash for each COT Share.

The last recorded sale price of COT Shares on the ASX was 6.5 cents on 8 August 2013. The last recorded sale before the issue of this document on 25 November 2013 was also 6.5 cents. This included a purchase of 572,431 COT shares by DMX Corporation

4.3 Continued long term underperformance

The adjusted net tangible asset (NTA) per COT Share has declined by 71.7% since December 2009 from 29.51 cents to 8.36 cents in October 2013 (this figure was released to the ASX on 14 November 2013). The reported net tangible asset (NTA) per COT Share has declined by 91.8% since December 2009 to 8.36 cents[1] .

Since August 2013 the reported NTA of COT has fallen from 8.78 cents to 8.36 cents in October – a decline of 4.8%; during this same period, the ASX 200 index increased by 10.1%.

By comparing the reported NTA from October 2012 compared to October 2011 and each corresponding month pair since this time, the NTA per COT Share has declined at a rate of more than 10% per annum for each of these periods, including a fall from 10.40c to 8.36c from February 2012 (when the current management team took over), to October 2013. This represents a significant loss to COT Shareholders when compared to investing an equivalent amount of money at the Reserve Bank of Australia’s cash rate or in the broader ASX 200.

1 The decline in reported NTA per COT share between December 2009 and October 2013 is 91.8%. Allowing for the 20:1 share consolidation in August 2010, the 25c special dividend declared in November 2010, and the COT share split in April 2012, the NTA per COT share has declined from 29.51c cents in December 2009 to 8.36 cents in October 2013. That is a decline of 71.7%.

DMX Corporation’s Bidder’s Statement Page 13

Decline in NTA per COT Share over time

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17
16
15
14
13
COT net tangible assets
12
Cash rate
11
ASX 200
10
9
8
Sep Dec Mar Jun Sep Dec Mar Jun Sep Dec Mar Jun Sep
10 10 11 11 11 11 12 12 12 12 13 13 13
NTA per COT share(cents)
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Note: the reported NTA per COT Share has been adjusted to take account of Continuation Investments’ share split (in April 2012) and rights issue in (in July 2012) and the special dividends declared by COT (in November 2010). Reported NTA per COT Share declined by 91.8% during period to October 2013. Cash returns are from investing an equivalent amount at the Reserve Bank of Australia’s cash rate. ASX 200 returns are for month end figures as reported by Yahoo Finance.

Rate of decline in COT net asset value

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----- Start of picture text -----

6%
4%
2%
0%
-2%
-4%
-6%
-8%
-10%
-12%
-14%
-16%
Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct
12 12 12 12 12 12 13 13 13 13 13 13 13 13 13 13
----- End of picture text -----

Note: the rate of decline in COT’s NAV is as reported, adjusted for the Continuation Investments’ share split (in April 2012) and rights issue in (in July 2012). The rate of decline compares the month’s reported NTA to the prior corresponding period NTA. The datum for July 2013 has been omitted, as the reported decline was 23.0%, which was caused by what appears to be an anomalous NTA of 11.26 in July 2012 (the month prior was 10.0c and the month after 9.69c). It seems unlikely that this reported figure was right or in the event it was right, it was not representative.

4.4 Lack of strategy, direction, confidence and transparency

The Board of DMX Corporation hold the view that the COT Directors have failed to set forth any clear business strategy for maximising the economic interests of COT Shareholders. The strategy statements made by the company are limited to:

“actively examining various investment opportunities” 2012 annual report page 2

DMX Corporation’s bidders statement Page 14

and

“examining various investment opportunities in the natural resource sector” 2013 half yearly report page 1

The announcement by the Board of COT on 19 August 2013, (after the announcement of a previous offer by DMX Corporation) about the future strategy and direction of COT does not change the view of the Board of DMX Corporation. Full details of the disclosure by the Board of COT appears on the ASX website.

The COT 2012 Annual Report provided no further information regarding strategic direction.

4.5 Director remuneration

If exercised, the option-based remuneration for two of the current Board of three Directors of COT will increase these Director’s shareholdings by more than a combined 10% of the total shares outstanding in the company – for one year’s work.

According to COT’s 2013 Annual Report, the Directors received share-based payments of $46,917. In addition, there were $58,600 payments to the Directors. Together this is a Director remuneration of $105,517. Including the earnings from 2012, that is 7.2% of the net assets – $1,660,745 - of the company as at 31 October 2013.

In addition to this, the Chairman’s employer, Grange Consulting, was paid a further $124,493 in “ administrative services” provided to COT. Together the Directors and associates have taken $296,792 from COT (or 17.9% of assets). The table below summarises these payments for 2012 and 2013.

Payments made to Directors and Grange Consulting since the change in Board structure in early 2012

						Total % of FUM at October 2013
	2012	2013			Grand Total
Director's fees etc	$	$	Options	Total
JerremyKing	6,237	6,667	26,065	32,732	38,969	2.3%
Andrew Worland	7,796	51,933	20,852	72,785	80,581	4.9%
Church				-	-	0.0%
Total Director's fees	14,033	58,600	46,917	105,517	119,550	7.2%
Grange Consulting	52,749	124,493		124,493	177,242	10.7%
Total	66,782	183,093	46,917	230,010	296,792	17.9%

The current director remuneration of COT is complex. The Chairman of COT, Mr King has not drawn a salary since November 2012, and Mr Worland and Mr Church have not drawn a salary since April 2013. Notwithstanding this, Mr Worland drew a salary during the period 1 January 2013 to 30 April 2013 of $43,600. COT has not disclosed the fees that Grange Consulting will be charging in the current year.

4.6 You will not incur any stamp duty or brokerage charges

As at the date of issue of this Offer no stamp duty is payable by a vendor of shares listed on the ASX. As COT Shares are listed on the ASX on accepting this Offer and transferring your COT Shares you will not be liable to pay any stamp duty.

If your COT Shares are registered in an Issuer Sponsored Holding in your name and you deliver them directly to DMX, you will not incur any brokerage connected with accepting the Offer.

If your COT Shares are in a CHESS Holding or you hold your COT Shares through a bank, custodian or other nominee, you should ask your Controlling Participant (usually your broker) or the bank, custodian or other nominee whether it will charge any transaction fees or service charges connected with you accepting the Offer.

DMX Corporation’s Bidder’s Statement Page 15

COT Shareholders should not incur any brokerage charges or stamp duty by accepting this Offer.

5. TERMS OF THE OFFER

5.1 THE OFFER

• (a) DMX Corporation is offering to acquire all (100%) of your COT Shares on the terms and conditions set out in this Offer.

• (b) This Offer extends to any person who is capable of, during the Offer Period, giving good title to a parcel of COT Shares that were on issue as at the Register Date and has not already accepted the Offer for those COT Shares.

• (c) This Offer extends to COT shares which were on issue as at close of business on the Register Date and not to COT shares issued at any time during the period from the Register Date to the expiry of the Offer Period, as a result of the conversion or exercise of rights attached to other securities on issue in the capital of COT as at the Register Date or otherwise.

• (d) This Offer is dated 25 November, 2013

5.2 BID CONSIDERATION

The Bid Consideration offered for each COT Share to which this Offer applies, is 7.20 cents cash for every one COT Share.

5.3 OFFER PERIOD

This Offer commences at 7:00am on 10 December 2013 and is currently scheduled to close at 7:00pm (AEST) on 18 January 2013, unless withdrawn. DMX Corporation reserves the right to extend the Offer Period in accordance with the Corporations Act. Any change to the Closing Date will be released to ASX.

If, within the last 7 days of the Offer Period, either:

• (a) the Offer is varied to improve the Bid Consideration offered;

• (b) The Bid Consideration is taken to be increased under section 651A(2) of the Corporations Act because DMX Corporation purchases COT Shares outside the proportional takeover bid constituted by this Offer at a cash price higher than the Bid Consideration; or

• (c) DMX Corporation’s voting power in COT increases to more than 50%;

then the Offer Period will be automatically extended in accordance with the Corporations Act so that it ends 14 days after the date of the occurrence of the event referred to in paragraphs (a), (b) or (c) immediately above, as is applicable. If this occurs, DMX Corporation will give to COT and all COT Shareholders who have not yet accepted the Offer, a written notice that the extension in the Offer Period. DMX Corporation will give this notice as soon as possible after the relevant event occurs.

5.4 HOW TO ACCEPT THIS OFFER

The required steps to accept this Offer will differ depending on whether your COT Shares are in an Issuer Sponsored Holding or CHESS Holding.

DMX Corporation’s bidders statement Page 16

If your COT Shares are in an Issuer Sponsored Holding, you will have been sent a personalised Issuer Acceptance Form which will show a security holder reference number (SRN) beginning with “I”.

If your COT Shares in a CHESS Holding, you will have been sent a personalised CHESS Acceptance Form showing a holder identification number (HIN) beginning with “X”.

Your Acceptance Form (sent to you with this Offer) will also have specific details of your holding printed on it. The personalised Acceptance Form sent to you will be the acceptance form to use to accept your COT Shares into this Offer.

(a) Issuer Sponsored Holdings

If any of your COT Shares are in an Issuer Sponsored Holding, to accept this Offer, you must complete, sign and send the Acceptance Form in accordance with the instructions set out in that Acceptance Form, along with all other documents as may be required by DMX Corporation from time to time, so that they are received by or on behalf of DMX Corporation before the expiry of the Offer Period.

You may send the completed Acceptance Form (together with any associated documents required) in the envelope provided (which is pre-paid in Australia).

(b)

CHESS Holdings

If your COT Shares are in a CHESS Holding, to accept this Offer, you may:

• (i) instruct your Controlling Participant (normally, your broker) to initiate acceptance of this Offer in accordance with Rule 14.14 of the ASX Settlement Operating Rules before the end of the Offer Period; or

• (ii) alternatively, complete, sign and send the Acceptance Form for those of your COT Shares the subject of this Offer which are in a CHESS Holding in accordance with the instructions set out in that Acceptance Form, along with all other documents as may be required by DMX Corporation from time to time. This will authorise DMX Corporation to instruct your Controlling Participant to initiate acceptance of this Offer on your behalf.

You must ensure that after the Acceptance Form is received by DMX Corporation,there is sufficient time for DMX Corporation to instruct your Controlling Participant and for your Controlling Participant to carry out those instructions before the expiry of the Offer Period. You will be taken to have completed acceptance of this Offer when your Controlling Participant initiates acceptance in accordance with Rule 14.14 of the ASX Settlement Operating Rules.

You bear any risk for the transmission of any Acceptance Form and other documents by you or on your behalf.

(c)

ASTC Participant

If you are an ASTC Participant, to accept this Offer you must initiate acceptance of this Offer in accordance with Rule 14.14 of the ASX Settlement Operating Rules in sufficient time for this Offer to be accepted before the end of the Offer Period.

(d)

Nominee holdings

If your COT Shares are registered in the name of a broker, bank, investment dealer, trust company or other nominee, you should contact that nominee for assistance in accepting this Offer.

DMX Corporation’s Bidder’s Statement Page 17

(e) Different holdings

If your COT Shares are held in different holdings, your acceptance of this Offer will require action under paragraphs 5.4(a) to (d) in relation to the separate portions of your COT Shares.

• (f) Status of Acceptance Form

The Acceptance Form forms part of this Offer.

If you elect to accept this Offer by completing and submitting an Acceptance Form, the requirements specified on the Acceptance Form must be followed for the acceptance to be valid and effective.

An acceptance of this Offer will only be effective when (subject to paragraph 5.4(h), the properly completed Acceptance Form (along with any document as required) has been received prior to the end of the Offer Period.

(g) Power of attorney, deceased estate

When accepting this Offer, you should also forward for inspection:

• (i) if the Acceptance Form is executed by an attorney, a certified copy of the power of attorney; and

• (ii) if the Acceptance Form is executed by the executor of a will or the administrator of the estate of a deceased COT Shareholder, a certified copy of the relevant grant of probate or letters of administration.

(h) Discretion of DMX Corporation

Notwithstanding paragraphs 5.4(a) to (g) above, DMX Corporation may (at its sole discretion) treat any Acceptance Form received:

• (i) before the end of the Offer Period; or

• (ii) after the end of the Offer Period but where that Acceptance Form is sent by post and the envelope in which it is posted is postmarked before the end of the Offer Period,

as valid and/or waive any of the requirements set out in the Acceptance Form or in this Section 5.4. However, DMX Corporation will not be obliged to pay or issue any Bid Consideration to a COT Shareholder until any irregularity has been resolved or waived and any other documents required to procure registration of that COT Shareholder’s relevant COT Shares in the name of DMX Corporation have been received by DMX Corporation.

Where the requirements set out in this Acceptance Form and this Section 5.4 have been complied with in respect of some but not all of your COT Shares, DMX Corporation may also, at its sole discretion, deem your acceptance of this Offer complete in respect of those COT Shares for which the requirements have been complied with but not in respect of the remainder.

5.5 PERSONS TO WHOM THE OFFER IS MADE

• (a) An Offer on the terms and conditions set out in this Bidder’s Statement and bearing the same date is being made to and will be sent to each holder of COT Shares that is registered as at the close of business (AEST) on the Register Date. It applies to all shareholders of COT whether resident in Australia or not.

DMX Corporation’s bidders statement Page 18

• (b) Subject to paragraph 5.1(a), a person who:

• (i) is able to give good title to a parcel of COT Shares during the Offer Period; and

• (ii) has not already accepted an Offer for those COT Shares,

may accept this Offer, in accordance with section 653B(1) of the Corporations Act, as if an Offer on terms identical with the Offer had been made to that person in relation to those COT Shares.

• (c) If at any time during the Offer Period, another person is able to give good title to some or all of your COT Shares, and that person has not already accepted the Offer for those COT Shares, then, subject to paragraph 5.1(a):

• (i) that person will be deemed to have been made a new Offer by DMX Corporation in respect of those transferred COT Shares and will be entitled to accept that Offer as if it had been made to them in respect of those COT Shares;

• (ii) a new Offer will be deemed to have been made to you for the balance of the COT Shares you hold or continue to hold and you will be entitled to accept that Offer in respect of those COT Shares; and

• (iii) the original Offer to you in respect of your COT Shares as referred to in paragraphs (i) and (ii) above, will be treated as having been immediately withdrawn.

• (d) If at any time during the Offer Period, your COT Shares consist of two or more distinct parcels as contemplated by section 653B(1) of the Corporations Act (for example, because you hold your COT Shares as trustee or nominee for, or otherwise on account of, several distinct beneficial owners), then this Offer is deemed to be made in respect of each of those parcels of your COT Shares.

You may accept this Offer as if:

• (i) a separate Offer has been made to you for each distinct parcel of your COT Shares; or

• (ii) a single Offer had been made in respect of two or more distinct parcels of your COT Shares.

However, if you accept an Offer in respect of a parcel of your COT Shares, no one else may accept the Offer in respect of those COT Shares.

Your acceptance of the Offer for any distinct parcel or parcels of your COT is ineffective unless:

• (i) you have given to DMX Corporation a notice stating that your COT Shares consists of distinct parcels, which must be:

• if any of your COT Shares is in a CHESS Holding, in an electronic form approved by the ASX Settlement Operating Rules; or

• if any of your COT is in an Issuer Sponsored Holding, in writing; and

• (ii) your acceptance of the Offer specifies the number of COT Shares is in the distinct parcel to which that acceptance relates.

If this applies to you, please call the Company on 1300 656 162 for additional copies of this Bidder’s Statement and Acceptance Form as are necessary.

DMX Corporation’s Bidder’s Statement Page 19

5.6 DEFEATING BID CONDITIONS

This Offer and any contract that results from your acceptance of this Offer is subject to the fulfilment or waiver by DMX Corporation of each of the following conditions:

(a) Minimum acceptance

At or before the end of the Offer Period, DMX Corporation has a relevant interest in at least 50.1% (by number) of COT Shares on issue at that time.

(b) No prescribed occurrences

Between the Announcement Date and the end of the Offer Period, none of the following occurrences ( Prescribed Occurrences ) occurs:

• (i) COT converts any of its shares into a larger or smaller number of shares;

• (ii) COT or any of its subsidiaries resolves to reduce its share capital in any way;

• (iii) COT or any of its subsidiaries enters into a buy-back agreement or resolves to approve the terms of a buy-back agreement under section 257C(1) or 257D(1) of the Corporations Act;

• (iv) COT or any of its subsidiaries issues shares (other than as a result of exercising an option to acquire a COT share existing as at the date of this Bidder’s Statement) or grants an option over its shares, or agrees to do so;

• (v) COT or any of its subsidiaries issues, or agrees to issue, convertible notes;

• (vi) COT or any of its subsidiaries disposes, or agrees to dispose, of all, or a substantial portion, of its business or property;

• (vii) COT or any of its subsidiaries charges, or agrees to charge, all, or a substantial portion, of its business or property;

• (viii) COT or any of its subsidiaries resolves to be wound up;

• (ix) a liquidator or provisional liquidator of COT or any of its subsidiaries is appointed;

• (x) a court makes an order for the winding up of COT or any of its subsidiaries;

• (xi) an administrator of COT or any of Continuation Investments’ subsidiaries is appointed under section 436A, 436B or 436C of the Corporations Act;

• (xii) COT or any of its subsidiaries executes a deed of company arrangement; or

• (xiii) a receiver, or a receiver and manager, is appointed for the whole, or a substantial portion, of the property of COT or any of its subsidiaries.

(c) No material adverse change

Between the Announcement Date and the end of the Offer Period:

• (i) no event, matter or circumstance occurs that will or is reasonably likely to have a material adverse effect on the assets and liabilities, financial position and performance, profits and losses, or prospects of COT and its subsidiaries as a whole;

DMX Corporation’s bidders statement Page 20

• (ii) DMX Corporation does not become aware of any event of the kind referred to in subparagraph (i) which occurred before the Announcement Date but that was not disclosed by COT or was not apparent from publicly available information;

• (iii) without limitation to any other part of this condition, there is no outbreak of hostilities, political unrest, labour disturbance, fire or other natural disaster which affects the financial position of COT; and

• (iv) without limitation to any other part of this condition, no event, matter or circumstance occurs that either individually or when considered in combination with other events, matters or circumstances reduces, or is reasonably likely to reduce, the net assets of COT by more than $0.15 million.

(d) No other person having 40% or more voting power

At any time before the end of the Offer Period, no person (other than DMX Corporation or its Associates) has voting power of 40% or more in COT.

5.7 NATURE OF CONDITIONS

• (a) Each of the Bid Conditions is a condition subsequent and will not prevent the formation of a contract to sell your COT Shares to DMX Corporation in accordance with the terms and conditions set out in this Offer, upon a valid acceptance by you of this Offer. However, any non-fulfilment of any of the Bid Conditions will, unless waived by DMX Corporation in accordance with Section 5.8, entitle DMX Corporation to rescind any contract that results from your acceptance of this Offer as if that contract had not been formed.

• (b) Each of the Bid Conditions will constitute and be construed as separate, distinct and several conditions. No Bid Condition that applies will be taken to limit the meaning or effect of any other Bid Condition.

• (c) Subject to the Corporations Act, DMX Corporation alone is entitled to the benefit of the Bid Conditions and any breach or non-fulfilment of any such Bid Condition may be relied upon only by DMX Corporation.

5.8 WAIVER OF CONDITIONS

Subject to the Corporations Act, DMX Corporation may free the Offer and any contract resulting from an acceptance of the Offer from any of the Bid Conditions, either generally or for a specific occurrence, by providing written notice to COT and ASX in accordance with section 650F and section 630 of the Corporations Act. Any such notice may be given:

• (a) in the case of each of the Bid Conditions other than the Prescribed Occurrences – not less than seven days before the expiry of the Offer Period, which is currently scheduled to occur on (Closing Date); and

• (b) in the case of the Prescribed Occurrences in paragraph 5.6(c) – not less than three business days after the end of the Offer Period, which is currently scheduled to occur on (Closing Date).

If the Closing Date of the Offer is extended by a particular period, the date for giving the abovementioned notices will be postponed by an equivalent period.

If, by the end of the Offer Period (or in respect of the Prescribed Occurrences, by the end of the third business day after the end of the Offer Period), any of the Bid Conditions have not been fulfilled and DMX Corporation has not freed the Offer from those outstanding Bid Conditions, all contracts resulting from any acceptance of the Offer will thereupon be deemed to be automatically void. In that event, DMX Corporation will, if you have accepted the Offer, return to you by post your

DMX Corporation’s Bidder’s Statement Page 21

Acceptance Form and any other documents sent with it by you, at your last known address as shown on the most recent copy of the COT Shareholders’ register provided to DMX Corporation and notify ASTC of the lapse of the Offer in accordance with Rule 14.9 of the ASX Settlement Operating Rules.

5.9 NOTICE OF STATUS OF CONDITIONS

The date for giving the notice on the status of the Bid Conditions as required by section 630(1) of the Corporations Act is (date between 14 and 7 days before the end of the Offer Period) (subject to any variation in accordance with section 630(2) of the Corporations Act if the Offer Period is extended).

5.10 EFFECT OF ACCEPTANCE

By accepting this Offer in accordance with Section 5.4, you will have:

• (a) accepted this Offer for all (100%) of your COT Shares and have agreed to sell those Shares Accepted Shares to DMX Corporation;

• (b) (subject to the Offer being declared free from the Bid Conditions or the fulfilment of those Bid Conditions) assigned the beneficial interest in the Accepted Shares to DMX Corporation, conveyed beneficial title to the Accepted Shares to DMX Corporation and agreed to convey legal title to the Accepted Shares to DMX Corporation, and agree that DMX Corporation will be immediately entitled to register the transfer of the Accepted Shares;

• (c) irrevocably authorised DMX Corporation (by its directors, servants or agents) to complete the Acceptance Form by inserting omitted details in respect of the Accepted Shares and to amend errors or omissions in the relevant Acceptance Form (including altering the number of COT Shares stated to be held by you and making any consequential changes to the number of the Accepted Shares) as may be required to make the Acceptance Form an effective acceptance of the Offer or to enable registration of the transfer of the Accepted Shares to DMX Corporation;

• (d) represented and warranted to DMX Corporation that the Accepted Shares will, at the date of the transfer of the Accepted Shares to DMX Corporation, be fully paid and free from all legal or other Encumbrances of any kind and restrictions on transfer of any kind, and that you have full power and capacity to accept this Offer and to sell and transfer the legal ownership and beneficial ownership of the Accepted Shares to DMX Corporation;

• (e) if you are the legal owner but not the beneficial owner of the Accepted Shares, represented and warranted to DMX Corporation that:

• (i) the beneficial holder has not sent a separate acceptance of the Offer in respect of the Accepted Shares;

• (ii) the number of COT Shares you have specified as being the entire holding of COT Shares you hold on behalf of a particular beneficial holder is in fact the entire holding; and

• (iii) that you are irrevocably and unconditionally entitled to transfer the Accepted Shares, and to assign all of the beneficial interest therein to DMX Corporation;

• (f) irrevocably appointed DMX Corporation and each of its directors, secretaries and officers severally as your true and lawful attorney, with effect from the date that each of the Bid Conditions are satisfied or that this Offer or any contract resulting from its acceptance becomes free from each of the Bid Conditions, with the power to do all things which you could lawfully do regarding the Accepted Shares or exercising any right derived from the holding of the Accepted Shares, including:

DMX Corporation’s bidders statement Page 22

• attending and voting at any meeting of COT;

• demanding a poll for any vote to be taken at any meeting of COT;

• proposing or seconding any resolution to be considered at any meeting of COT;

• requisitioning the convening of any meeting of COT and convening a meeting pursuant to any such requisition;

• notifying COT that your address in the records of COT for all purposes, including the despatch of notices of meeting, annual reports and dividends, should be altered to an address nominated by DMX Corporation; and

• doing all things incidental or ancillary to any of the above,

and to have agreed that in exercising the powers conferred by that power of attorney, the attorney may act in the interests of DMX Corporation as the intended registered holder and beneficial holder of the Accepted Shares.

This appointment, being given for valuable consideration to secure the interest acquired in the Accepted Shares, is irrevocable, and terminates upon registration of a transfer to DMX Corporation of all of the Accepted Shares.

DMX Corporation will indemnify you and keep you indemnified in respect of all costs, expenses and obligations which you might otherwise incur or undertake as a result of the exercise by an attorney of any powers under this paragraph;

• (g) whilst the appointment in paragraph (f) above continues, agreed not to attend or vote in person or by proxy, attorney or corporate representative at any meeting of Continuation Investments, or to exercise or purport to exercise (in person or by proxy, attorney, corporate representative or otherwise) any of the powers conferred by the power of attorney in paragraph (f) above;

• (h) irrevocably authorised and directed COT to pay DMX Corporation or to account to DMX Corporation for all Rights in respect of the Accepted Shares subject to any such Rights received by DMX Corporation being accounted for by DMX Corporation to you if this Offer is withdrawn or the contract formed by your acceptance of this Offer is rescinded or rendered void;

• (i) except where Rights have been paid or accounted for under paragraph (h), irrevocably authorised DMX Corporation to deduct from or adjust the Bid Consideration payable to you in accordance with the terms of this Offer, such amounts as contemplated in paragraphs 5.1(e);

• (j) if you signed the Acceptance Form in respect of any of your COT Shares in a CHESS Holding, irrevocably authorised DMX Corporation:

• to instruct your Controlling Participant to initiate acceptance of the Offer in respect of all such relevant COT Shares per the ASTC Settlement Rules; and

• to give any other instructions concerning those COT Shares to your Controlling Participant on your behalf pursuant to the sponsorship agreement between you and that Controlling Participant;

• (k) if paragraph 5.11(d) applies to you, agreed that you will provide DMX Corporation at your cost with all information and assistance required in order for DMX Corporation to apply for requisite authorities or clearances from the Reserve Bank of Australia, the Australian Taxation Office or any other Public Authority;

DMX Corporation’s Bidder’s Statement Page 23

• (l) agreed that the contract formed by your acceptance of this Offer will be governed by the laws of the State of New South Wales and agreed to submit to the non-exclusive jurisdiction of courts exercising jurisdiction in that State; and

• (m) agreed to indemnify DMX Corporation and each of its officers, agent and nominees in respect of any claim, demand, action, suit or proceedings against it, or any loss, damage, expense or liability whatsoever incurred by it, as a direct or indirect result of any representation or warranty made by you in this Section 5.10 not being true or complete in all material respects.

The representations, warranties, authorisations and indemnity referred to in this Section 5.10 will (unless otherwise stated) remain in force after you receive the Bid Consideration for the Accepted Shares and after DMX Corporation becomes the registered holder of them.

5.11 OBLIGATIONS OF DMX CORPORATION

• (a) Subject to the remainder of this Section 5.11 and the Corporations Act, if you accept this Offer for your COT Shares, and the contract resulting from your acceptance of this Offer becomes unconditional, then DMX Corporation will arrange for a cheque to be drawn in Australian dollars in your favour for the amount of cash payable to you in accordance with this Offer and post the cheque to you at the address shown in the Acceptance Form;

by the end of the earlier of the following periods:

• (i) 1 month after the date this Offer is validly accepted by you or, if at the time of your acceptance this Offer is subject to one or more outstanding Bid Conditions, within 1 month after the contract formed by your acceptance of this Offer becomes unconditional; and

• (ii) 21 days after the end of the Offer Period.

• (b) Where additional documents are required to be given to DMX Corporation with your acceptance of this Offer, either by the Acceptance Form or otherwise, to enable DMX Corporation to become the holder of your COT Shares (such as a power of attorney):

• (i) if those documents are given to DMX Corporation with your acceptance, DMX Corporation will pay or issue to you the Bid Consideration to which you are entitled in accordance with paragraph (a) above;

• (ii) if those documents are given to DMX Corporation after your acceptance of this Offer but before the end of the Offer Period, DMX Corporation will pay or issue to you the Bid Consideration to which you are entitled by:

  • if at the time DMX Corporation is given those documents, this Offer is subject to one or more outstanding Bid Conditions, the earlier to occur of the expiry of 1 month after the Offer becomes unconditional and the expiry of 21 days after the end of the Offer Period; or

  • if at the time DMX Corporation is given those documents, all Bid Conditions have been satisfied or waived, the earlier to occur of the expiry of 1 month after the date upon which DMX Corporation is given those documents and the expiry of 21 days after the end of the Offer Period; and

• (iii) if those documents are given to DMX Corporation after your acceptance of this Offer and after the end of the Offer Period, DMX Corporation will pay or issue to you the Bid Consideration to which you are entitled within 21 days after the later to occur of the date upon which those documents are given to DMX Corporation and the date on which this Offer becomes unconditional.

DMX Corporation’s bidders statement Page 24

DMX Corporation may, at its sole discretion, rescind any contract resulting from your acceptance of this Offer if DMX Corporation is not given the necessary additional documents required to be given with your acceptance of this Offer, within 1 month after the end of the Offer Period.

• (c) All costs and expenses associated with the preparation and circulation of this Bidder’s Statement and the implementation and completion of the Offer, and DMX Corporation will pay any stamp duty payable on the transfer of COT Shares to DMX Corporation pursuant to this Offer.

• (d) If, at the time of the acceptance of this Offer, any authority or clearance of the Reserve Bank of Australia, the Australian Taxation Office or any other Public Authority is required for you to receive any consideration under this Offer or you are resident in or of a place to which, or you are a person to whom a law of Australia would make it unlawful for DMX Corporation to provide consideration under this Offer, then your acceptance of this Offer will not create, transfer to or confer upon you any right (contractual or contingent) to receive the consideration specified in this Offer unless and until all requisite authorities or clearances have been obtained.

5.12 VARIATION OF OFFER

DMX Corporation may vary this Offer in accordance with the Corporations Act.

5.13 WITHDRAWAL OF OFFER

DMX Corporation may withdraw unaccepted Offers at any time with the consent in writing of the ASIC, who may specify conditions for its consent. If so, DMX Corporation will give notice of the withdrawal to the ASX and to COT and will comply with any other conditions imposed by the ASIC.

5.14 OTHER MATTERS

• (a) Subject to the Corporations Act, a notice or other communication given by DMX Corporation to you in connection with this Offer shall be deemed to be duly given if it is in writing and:

• (i) is delivered at your address as recorded on the register of COT Shareholders or the address shown in the Acceptance Form; or

• (ii) is sent by pre-paid ordinary mail, or in the case of an address outside Australia by prepaid airmail, to you at either of those addresses.

• (b) If:

• (i) the Offer is withdrawn after your Acceptance Form has been sent to DMX Corporation, but before it has been received; or

• (ii) for any other reason DMX Corporation does not acquire the Accepted Shares to which your Acceptance Form relates,

you may request DMX Corporation by notice in writing to despatch (at your risk) your Acceptance Form together with all other documents forwarded by you, to such address as you nominate. Where such address is inside Australia, the documents will be despatched by prepaid ordinary post. Where such address is outside Australia, the documents will be despatched by pre-paid airmail.

• (c) Under no circumstances will any interest be paid on any money paid by you pursuant to your acceptance of this Offer, in the event this Offer is extended or not completed for any reason.

• (d) DMX Corporation may purchase shares of COT on the market. If in purchasing shares on the market during the Bid period an increased price over 7.20 cents is paid for the shares, then that increase will be payable to all COT Shareholders who accept the offer.

• (e) Other then the systemic risk of default in payment of any business as the Bid Consideration is

DMX Corporation’s Bidder’s Statement Page 25

cash and DMX Corporation has the funds to acquire all of the outstanding COT Shares there are no other material risks in accepting the Offer.

• (f) If DMX Corporations does not obtain 90% of more of the COT Shares yet continues with the Offer COT Shareholders who do not accept the Offer will not be entitled to receive any cash consideration for those COT Shares under the Offer and will continue to hold their COT Shares and be free to deal with them as if the Offer had not been made.

• (g) This Offer and any contract resulting from acceptance of it are governed by the laws in force in New South Wales.

DMX Corporation’s bidders statement Page 26

6. PROFILE OF DMX CORPORATION

6.1 OVERVIEW

On 15 February 2012, the assets and shares of DMX Corporation and its subsidiaries were sold to Tox Free Solutions Limited (TOX) for $58 million. Albeit with no operating businesses, DMX Corporation remains a listed entity on the ASX as the date the Bid was made but is in the process of seeking to be Delisted, subject to shareholder and ASX approval. Adequate funding has been maintained to meet its obligations and seek other opportunities to enhance shareholder value.

Prior to the above transaction, DMX Corporation was a specialised provider of environmental and waste management solutions. DMX Corporation provided a range of waste services including consultancy, project management, fixation and encapsulation, treatment and destruction of hazardous waste and contaminated site remediation. DMX Corporation primarily operated throughout Australia and also provided services in China, Mexico and the USA.

Going forward, DMX Corporation intends to become an investment vehicle focused on making long term and strategic investments in ASX listed companies, such as COT under the current Board, who have over 40 years combined experience in managing investments.

6.2 DMX DIRECTORS

(a) Profiles

Roger Collison (Executive Chairman)

Roger is an experienced company director working for both not for profit and for profit organisations. Current board positions include: Sydney Church of England Grammar School (Shore): Councillor, St Catherine’s School, Waverley: Councillor, Anglican Church Property Trust, diocese of Sydney: Trustee, and Waterford Retirement Village Limited: Director.

Roger Collison has over 20 years investment experience. He has worked both as a Director of Credit Suisse (based in Sydney and London) and as Head of Research at Tyndall Asset Management. At ”bulge bracket” investment bank, Credit Suisse, he led the firm’s global research into building and construction materials and was involved in a range of capital market actions including IPOs, takeovers, placements, and rights issues. He advised many of the world’s leading institutional investment houses, as well as hedge funds, private equity, sovereign wealth funds, and family offices. While at Credit Suisse, Roger received over twenty industry awards.

Tyndall Asset Management is an institutional fund manager with around $4.5bn under management. Roger jointly managed a $1.2bn concentrated value fund and a research team of nine. During Roger’s management of the fund, it outperformed its benchmark by 2.4% pa.

He has worked in 24 countries, had people reporting to him from 11 countries and covered companies in 13 countries.

Roger has an honours degree in economics from the University of Sydney, a master’s of business administration from the Australian Graduate School of Management at the University of New South Wales, a graduate diploma of applied corporate governance from the Governance Institute of Australia, a graduate diploma in applied finance from the Financial Services Institute of Australia. He is a Chartered Financial Analyst, a Fellow of the Financial Services Institute of Australia, a Fellow of the Chartered Institute of Secretaries, a Fellow of the Governance Institute of Australia, and a Graduate of the Australian Institute of Company Directors. He has studied equity valuation at Harvard University and the University of Nebraska at Omaha.

DMX Corporation’s Bidder’s Statement Page 27

John Welsh (Director)

John has extensive operational and investment banking experience. He was a highly rated industrial analyst while working at BBY, Australia's 4th largest domestic stockbroking firm. With its global reach in equity capital markets and M&A, BBY maintained a core focus on the resource and industrial sectors. He is a graduate of the Institute of Company Directors. Mr Welsh continues to maintain an extensive and direct exposure with manufacturing and healthcare end-users globally.

Michael Haddad (Director)

Michael has over 12 years’ funds management industry experience, commencing his career with New Zealand-based Fisher Funds Management as an Investment Analyst focusing on NZ domestic equities. In 2002 Michael joined Sydney-based Peters MacGregor Capital Management as an Investment Analyst focused on global equities. He remains with Peters MacGregor as a shareholder and Principal of the firm, working closely with the firm’s founder in overseeing strategic and operational matters in addition to maintaining a key role in the investment research and management function.

(b) Remuneration and entitlements

From February 2013 DMX Corporation’s Directors will receive a combined $10,000 per annum

(c) Personal interests of DMX Corporation Directors in DMX and COT

Director	Shareholding in DMX2	Shareholding in COT2
Roger Collison	32,439,671	10,983
John Welsh	20,297,707
Michael Haddad	11,596,445

6.3 FINANCIAL INFORMATION

DMX Corporation reported a net loss of $110,484 for the year ended 30 July 2013. At the end of June 2013, DMX Corporation had $2,431,171 of assets including $2,429,779 of cash.

In the half year ended 30 June 2013, DMX Corporation reported a net loss of $20,795.

Throughout the year DMX has continued to trim its expenses with monthly management accounts indicating the company briefly returned to profitability in April. As disclosed in the 2013 Annual Report of DMX, the Board’s budget for 2014 is for the company to operate around break-even in 2014, in the absence of any investments undertaken throughout the year.

The acquisition of COT will be funded out of the existing cash resources of DMX. Further information in relation to the funding arrangements in place to enable completion of the Offer is set out in Section 11 of this Bidder’s Statement.

A copy of the 12 month results to 30 June 2013 of DMX Corporation, which have been subject to audit review, are included in Section 13 of this Bidder’s Statement.

DMX is not intending to use any debt.

6.4 DMX CORPORATION’S ASX ANNOUNCEMENTS

DMX Corporation is a company currently listed on the ASX (ASX code: DMX) and is subject to the continuous and periodic disclosure requirements of both the ASX and the Corporations Act. DMX Corporation is seeking to be Delisted from the ASX and once this is achieved, will no longer be subject to the requirements of the ASX although will continue to be subject to those of the

• 2 Beneficial interest

DMX Corporation’s bidders statement Page 28

Corporations Act. A list of announcements made by DMX Corporation to the ASX between 1 January 2012 and the date of this Bidder’s Statement is set out in Section 17. This information may be relevant to your assessment of this Offer. Copies of the announcements are also available from the ASX website (www.asx.com.au)_.

6.5 WEBSITE ACCESS

For further information about DMX Corporation, please visit: www.dmxcorp.com.au

DMX Corporation’s Bidder’s Statement Page 29

7. PROFILE OF CONTINUATION INVESTMENTS

7.1 OVERVIEW

In April 2010 the company that was to become Continuation Investment, vanEyk Three Pillars, voted to liquidate its investment portfolio and return the capital to shareholders by way of dividends and capital returns. This process was largely completed by the middle of 2011.

In September 2011 the company undertook a share buyback as a further mechanism to return cash to shareholders. Following this buy-back the listed investment company, Tidewater Investments, became the single largest shareholder with 52.63% of the shares outstanding.

In December 2011 the company changed its name to COT.

By that time the only assets held by COT were in the form of cash holdings.

In March 2012 Tidewater Investments sold its entire shareholding in COT with no single recipient becoming a substantial shareholder. Two new directors were appointed: Andrew Worland and Jeremy King with Tidewater’s Directors resigning.

In April 2012 the company undertook a 3:1 share split and in July undertook the 2.4:1 rights issue at 5 cents per share.

At the 2012 Annual General Meeting COT shareholders awarded 2,250,000 unlisted options to Directors Andrew Worland and Jeremy King with an exercise price of 20c on or before 31 December 2015.

In April 2013, the only independent Director, Richard Ochojski resigned and David Church was appointed as a Director.

In the course of the last eighteen months, the Directors of COT have issued three public statements on their proposed strategy. These were:

“ actively examining various investment opportunities ” (2012 Annual Report, page 2),

“ examining various investment opportunities in the natural resource sector ” (2013 Half Yearly Report, page 1).

“review ... which may lead to a change in focus” (19 August 2013 announcement page 4)

On 19 August 2013, COT set out a simple three-paragraph strategy. This further detail does not change the view of the Board of DMX Corporation about COT’s proposed strategic direction. No further detail of the strategy was set out in the Company’s annual report of 2 September. Full details of the disclosure by the Board of COT appear on the ASX website (www.asx.com.au).

7.2 ASX-LISTED

COT listed on the ASX on 23 January 2004 as vanEyk Three Pillars Limited and changed its name to Continuation Investments Limited on 19 December 2011. As at the last trading day prior to the Announcement Date, Continuation Investment’s market capitalisation is approximately $1.29 million.

DMX Corporation’s bidders statement Page 30

7.3 INFORMATION ON COT SECURITIES

7.3.1 Capital structure

As at the date of this Bidder’s Statement, COT had 19,865,377 shares and 2,250,000 unlisted options on issue. There were no other dilutive securities on issue.

7.3.2 Distribution of COT Shares and Options

Based on Continuation Investment’s 2013 Annual Report, as at 26 August 2013, COT had three substantial shareholders:

Shareholder	Shareholding	% Ownership
Bushwood Nominees PtyLtd	1,414,171	7.1%
Mr Andrew Worland	1,314,850	6.6%
Mr Jason Peterson & Mrs Lisa Peterson	1,149,001	5.8%

Bushwood Nominees is a company associated with the Chairman of COT. In addition, and not included in the Annual Report but included in the Substantial Shareholder Notice of filed 22 January 2013, Mr King’s also holds 15,700 shares directly.

As at 30 June, 2013 COT had two option holders:

Option holder	Holding	% Ownership
JeremyKing	1,250,000	55.6%
Mr Andrew Worland	1,000,000	44.4%

The options are exercisable at 20c on or before 31 December 2015.

The Director share ownership is:

	Direct shareholding	Indirect shareholding	Option holding	Fully diluted % ownership
JeremyKing	15,700	1,414,171	1,250,000	12.1%
Andrew Worland	757,888	556,962	1,000,000	10.5%
David Church	0	0	0	0.0%

7.3.3 Decline in Value of COT Shares

Further to the material in section 4.3 above, in the period between June, 2013 and October, 2013 COT’s NTA fell from 8.78 cents to 8.36 cents.

Every month since December 2010 the NTA has declined[3] . This decline compares the NTA, adjusted to take account of COT’s share split (in April 2012) and rights issue in (in July 2012) and the special dividends declared by COT (in November 2010). Were it not for these adjustments to facilitate comparability, the decline would be much greater.

The decline has exceeded 10% every month since October 2012.

3 The datum for July 2013 has been omitted, as the reported decline was 23.0%, which was caused by what appears to be an anomalous NTA of 11.26 in July 2012 (the month prior was 10.0c and the month after 9.69c). It seems unlikely that this reported figure was right or in the event it was right, it was not representative.

DMX Corporation’s Bidder’s Statement Page 31

7.3.4 COT Tax Losses

In the 2013 Annual Report of COT, the Company stated that:

“the carry forward tax losses have not been recognised because it is presently not considered probable that future taxable profit will be available against which that the company can utilise the benefits therein”.

The Australian Taxation Office ( ATO ) requires continuity of ownership and continuity of business activity. COT has stated an intention to make a natural resource investment and this would most likely lead the company to fail the continuity of business test and the losses would have no value.

Given the substantial changes in shareholding in February and March 2012, COT’s tax position would most likely fail the ATO’s continuity of ownership test.

Therefore, DMX considers it likely that COT’s accumulated tax will have little or no value to COT or DMX’s shareholders.

7.3.5 Trade in COT Shares

Over the 12 month period prior to the offer’s announcement, there were 3,333,528 shares traded (16.8% of all shares) in COT. That is an average of less than $1,000 of trades per day at the offer price (which is significantly higher than the average price over the same period).

7.4 CONTINUATION INVESTMENTS’ ASX ANNOUNCEMENTS

COT is a company listed on the ASX (ASX code: COT) and is subject to the continuous and periodic disclosure requirements of both the ASX and the Corporations Act. A list of announcements made by COT to the ASX between 1 July 2012 and the date of this Bidder’s Statement is set out in Section 16. This information may be relevant to your assessment of this Offer. Copies of the announcements are also available from the ASX at www.asx.com.

DMX Corporation’s bidders statement Page 32

8. INTENTIONS AS TO THE FUTURE OF CONTINUATION INVESTMENTS

8.1 OVERVIEW

If DMX Corporation achieves operational control of COT, it is intended to run the business along similar lines as DMX Corporation itself. That is, as an investment company making both portfolio and strategic investments, in which capacity COT would become the largest and most important asset of DMX Corporation. Due to the small size of COT, DMX Corporation would seek to increase the size of the business by way of capital raisings such as rights issues, placements, share purchase plans and underwritten dividend reinvestment plans. DMX Corporation would seek to maintain its percentage ownership throughout this process.

To ensure proper governance is maintained, and minority shareholder interests are looked after, an independent Director would be appointed, ideally from the existing board.

8.2 INVESTMENT APPROACH AND FUTURE BUSINESS DIRECTION

DMX Corporation’s intention is to operate COT on the same basis as DMX Corporation - that is as an investment company. Two types of investment would be sought – strategic and portfolio.

Strategic investments are ones that are intended to grow the size and scale of the business. DMX Corporation’s COT investment is a good example of a strategic investment.

Portfolio investments in ASX Listed Companies will be focused on. Initially no more than 10 companies. Sectors that are unlikely to be invested in include speculative mining activities, high technology ventures, real estate investment trusts and pharmaceutical operations.

The investment approach has a long-term perspective, is focused on absolute returns (that is returns which are focused on the dollar increase not the relative performance against a benchmark such as the ASX 200), and is expected to have low portfolio turnover.

The mix between these two paths will depend on the opportunities identified form time to time.

8.3 USE OF DEBT

It is not DMX Corporation’s intention to use debt as part of its investment approach. A small overdraft facility may be used from time to time to meet the operating needs of the business.

8.4 MANAGEMENT AND OTHER COSTS

The investment decisions affecting COT will be made by DMX Corporation. The DMX Corporation appointed board representatives will be paid a nominal fee for each board meeting. The payment to the Chairman will depend on the negotiations undertaken with that person when identified.

COT will be responsible for its company specific costs such as insurance, listing fees, accounting and audit fees, and company secretariat.

8.5 DIVIDEND POLICY

The dividend approach will depend upon the franking credits received by the company from its various portfolio and strategic investments and the investment opportunities available to COT from time to time.

DMX Corporation’s Bidder’s Statement Page 33

8.6 CONTINUATION OF CURRENT BUSINESS AND MAJOR CHANGES TO THE CURRENT BUSINESS OF CONTINUATION INVESTMENTS

COT has only cash assets. If DMX Corporation gains control of COT it would be the intention to redeploy these cash assets into the investments as described in paragraph 8.2

8.7 REDEPLOYMENT OF THE FIXED ASSETS OF CONTINUATION INVESTMENTS

COT has only cash assets, as such; there are no fixed assets to redeploy.

8.8 FUTURE EMPLOYMENT OF EMPLOYEES OF CONTINUATION INVESTMENTS

Beyond the current board, to the best of DMX’s knowledge COT does not have any employees. DMX would seek a majority on the board, as such one or more of the current directors may be asked to resign or, if necessary, a shareholder vote would be undertaken to achieve this objective. DMX would prefer that an existing COT director continue to act as an independent Director of COT. The exact decisions in this regard will be made after the Offer is completed when DMX receives all relevant information in relation to COT.

DMX Corporation’s bidders statement Page 34

9. SOURCES OF CASH CONSIDERATION

9.1 AMOUNT OF CASH CONSIDERATION

The maximum amount of cash payable by DMX Corporation under this Offer if DMX Corporation acquires every DMX Shares on issue at the Register Date is $1,388,730 ( Maximum Aggregate Cash Amount ). Based on the DMX year-end accounts to June 2013, upon payment of the Maximum Aggregate Cash Amount, DMX Corporation will have net cash reserves of $1,041,049[4]

9.2 FUNDING

DMX Corporation will fund the cash consideration payable for the purchase of COT Shares pursuant to acceptances of this Offer from its existing cash resources.

As at the date of this Bidder’s Statement, DMX Corporation has funds (held on deposit at the Commonwealth Bank of Australia) of an amount greater than the Maximum Aggregate Cash Amount. These funds are:

• (a) immediately available;

• (b) not subject to security interests or rights of set off that may materially affect DMX Corporation’s ability to make payments under this Offer; and

• (c) not required for other operations or commitments of DMX Corporation.

9.3 PROVISION OF CONSIDERATION

Based on the arrangements described in this Section 9, the DMX Directors believe that they have reasonable grounds to believe that DMX Corporation will be able to provide the cash consideration offered under this Offer.

4 The total cash holding would be $1,041,049 of which $969,960 will need to be paid to either existing or former shareholders of DMX or, failing this, to the NSW Office of State Revenue in 2017 and 2018.

DMX Corporation’s Bidder’s Statement Page 35

10. TAX CONSEQUENCES

10.1 INTRODUCTION

The tax information provided below is only intended to be used as a brief indicative guide to the general Australian CGT, stamp duty and GST consequences of accepting the Offer, and does not take your personal circumstances or financial situation into account. For example, certain COT Shareholders, such as those engaged in a business of investment, banking or superannuation, may be subject to different tax consequences particular to their circumstances.

Therefore, you are advised to consult your own tax advisors regarding the consequences in your particular circumstances. The brief guide below is based on the current provisions of the Income Tax Assessment Act 1936 (Cth) and the Income Tax Assessment Act 1997 (Cth) ( Tax Laws ).

10.2 AUSTRALIAN RESIDENTS – CAPITAL GAINS TAX

The acceptance of this Offer will result in the change of ownership in your COT Shares to DMX Corporation. This disposal gives rise to a capital gains tax ( CGT ) event for Australian CGT purposes.

In determining the amount of CGT which applies, you will need to consider:

• Capital proceeds of the CGT event: this will be the consideration you receive as a result of the disposal of your COT Shares pursuant to this Offer.

• Cost base of COT Shares: this is generally the cost of acquisition, including certain amounts necessary to acquire, the COT Shares the subject of your acceptance of the Offer. This may include brokerage or stamp duty.

• Capital gains and losses: a net capital gain included in your assessable income will be subject to income tax. However a ‘ CGT Discount ’ may apply to reduce the taxable gain for certain COT Shareholders. If there is a net capital loss, this may not be deducted against other income for income tax purposes, but carried forward to offset capital gains in future years.

In general, if you have held a COT Share for 12 months or less before disposal, the capital gain or loss is determined by the difference between capital proceeds and cost base. Indexation will generally not apply to the cost base. If shares were held by an individual, complying superannuation entity or trust for 12 months or more before disposal, then a CGT Discount may apply.

The CGT Discount entitles any COT Shareholder who is an individual, complying superannuation entity or trust to reduce their net capital gain if certain conditions are fulfilled (see above). The reduction is half, for individuals and trusts, and one-third, for complying superannuation entities. The CGT Discount does not apply for companies.

10.3 NON-RESIDENT SHAREHOLDERS – CAPITAL GAINS TAX

If you are not an Australian resident for income tax purposes, you should generally not have to pay CGT on any capital gain arising from the acceptance of this Offer, unless:

• (a) you (and any associates) owned at least 10% of COT either at the time COT Shares the subject of your acceptance of the Offer were disposed of or for at least 12 months during the 24 months prior to the disposal of those COT Shares (the ‘non-portfolio’ interest test); and

• (b) 50% or more of the value of COT is constituted by real property in Australia (the ‘principal asset test’).

DMX Corporation’s bidders statement Page 36

10.4 STAMP DUTY & THE GOODS AND SERVICES TAX (GST)

It is not anticipated that COT Shareholders will be subject to any stamp duty or Australian GST for the disposal of their COT Shares pursuant to an acceptance of this Offer.

DMX Corporation’s Bidder’s Statement Page 37

11. DMX CORPORATION LISTING RULE 4E STATEMENT OF RESULTS FOR THE 12 MONTHS TO 30 JUNE 2013

1. Company details

Name of entity: DMX Corporation Limited (ASX:DMX) ABN: 90 009 140 550 Reporting period: Year ended 30 June 2013 Previous corresponding period: Year ended 30 June 2012

2. Results for announcement to the market

2. Results for announcement to the market
Revenues from ordinary activities and discontinued operations down	99.62%	to 82,149
Loss from ordinary activities after tax attributable to members down	na%	to 110,484

Dividends

No dividends were paid this financial year.

No dividends were paid this financial year.
Review of Results and Operations
	FY2013	FY2012	Change
	$	$	2012/2013
Total Revenue	82,149	21,748,669	99.62%
Profit/(loss) from ordinary activities and discontinued operations
after income tax expense attributable to members	(110,484)	4,284,669	na%
The Company disposed of its operating businesses on the 15 February		2012 to Tox Free Solutions Ltd.

	FY2013	FY2012
	Cents	Cents
Basic earnings/(loss) per share	(0.08)	3.10
Diluted earnings/(loss) per share	(0.08)	3.10

Australian Operations

The continuing operation of the Company subsequent to the Sale of its operating assets is the management and administration of the listed corporate shell entity.

Other significant Items

Nil.

Cash Position

The Company currently has cash reserves sufficient to meet its current operations.

Outlook

The Board is currently monitoring future opportunities and will advise shareholders of developments as they arise.

DMX Corporation’s bidders statement Page 38

Dividend

At this time the Board is not considering the payment of further dividends.

3. NTA backing

3. NTA backing
	Reporting	Previous
	period	corresponding
		period
Net tangible asset backing per ordinary security	0.95 cents	1.05 cents

4. Control gained over entities

The Company has not gained control over any entities during the period.

5. Loss of control over entities

The underlying assets and shares in subsidiaries of DMX Corporation Limited were sold to Tox Free Solutions Limited on 15 February 2012.

6. Dividends

No Dividends were paid or are payable for FY2013.

7. Dividend reinvestment plans

The dividend reinvestment plan has been suspended.

8. Details of associates and joint venture entities

Nil.

9. Foreign entities

Nil.

10. Audit qualification or review

The annual financial statements are in the process of being audited and it is expected that an unqualified opinion will be issued.

11. Attachments

The preliminary financial report of DMX Corporation Limited for the year ended 30 June 2013 is attached.

12. Signed

==> picture [124 x 39] intentionally omitted <==

Roger Collison Executive Chairman Sydney

Date: 9 August 2013

DMX Corporation’s Bidder’s Statement Page 39

DMX Corporation Limited

ABN 90 009 140 550

Preliminary Final Report – 30 June 2013 or the year ended 30 June 2010

Contents

Contents
Consolidated Statement of Comprehensive Income	41
Consolidated Balance Sheet	42
Consolidated Statement of Changes in Equity	43
Consolidated Cash Flow Statement	44
Notes to the financial statements	45

General information

This preliminary final report covers DMX Corporation Limited (DMX) as a consolidated entity consisting of DMX Corporation Limited and its subsidiaries. The financial report is presented in Australian currency.

DMX Corporation Limited (ASX: DMX) is a listed public company limited by shares, incorporated and domiciled in Australia[5] .

The registered office and principal place of business is: C/- Stature Chartered Accountants Level 4, 92 Pitt Street Sydney NSW 2000

5 The statement was true when made. It is not correct as at the date of issue of this Bidder’ Statement as DMX Corporation is now seeking to be Delisted.

DMX Corporation’s bidders statement Page 40

Consolidated Statement of Comprehensive Income

For the year ended 30 June 2013

Discontinued operations Profit from discontinued operations 6 Continuing activities Audit, accounting and tax Employee benefits expense Advisory costs Other expenses Depreciation and amortisation expense Interest received (Loss) from continuing activities before income tax expense Income tax expense (Loss) from continuing activities Profit/(Loss) from discontinued operations and continuing activities Other comprehensive income Total comprehensive income/(loss) for the year Profit/(loss) after income tax attributable to: Members of DMX Corporation Limited Total comprehensive Income after income tax attributable to: Members of DMX Corporation Limited Basic earnings per share Diluted earnings per share

Consolidated 2013 2012 $ $ - 7,959,545 (51,170) (285,091) (23,528) (1,655,459) - (1,284,013) (117,935) (840,842) - (55,483) 82,149 446,312 (110,484) (3,674,576) - - (110,484) (3,674,576) (110,484) 4,284,969 - - (110,484) 4,284,969 (110,484) 4,284,969 (110,484) 4,284,969 (110,484) 4,284,969 Cents Cents (0.08) 3.10 (0.08) 3.10

The statement of comprehensive income should be read in conjunction with the accompanying notes to the financial statements.

DMX Corporation’s Bidder’s Statement Page 41

Consolidated Balance Sheet

For the year ended 30 June 2013

		Consolidated	Consolidated
		2013	2012
		$	$
Current assets
Cash and cash equivalents		2,429,779	1,521,123
Trade and other receivables		1,392	63,364
Total current assets		2,431,171	1,584,487
Total assets		2,431,171	1,584,487
Current liabilities
Trade and other payables		20,000	114,125
Borrowings		-	25,245
Provisions		106,578	-
Dividends unclaimed		969,960	-
Total current liabilities		1,096,538	139,370
Total liabilities		1,096,538	139,370
Net assets		1,334,633	1,445,117
Equity
Contributed equity	3	19,507,863	19,507,863
Accumulated losses		(18,173,230)	(18,062,746)
Total equity		1,334,633	1,445,117

DMX Corporation’s bidders statement Page 42

Consolidated Statement of Changes in Equity

For the year ended 30 June 2013

	Contributed		Accumulated	Parent	Minority	Total
	equity	Reserves	losses	interest	interest	equity
	$	$	$	$	$	$
Consolidated
Balance 1 July 2011	70,136,341	61,281	(17,154,824)	53,042,798	-	53,042,798
Total comprehensive income
for the year	–	–	4,284,969	4,284,969	-	4,284,969
Return of Capital	(51,903,478)	-	-	(51,903,478)	-	(51,903,478)
Shares issued on Exercise
Of Options	1,275,000	-	-	1,275,000	-	1,275,000
Share-based payments	–	20,426	-	20,426	-	20,426
Options expired	–	(81,707)	81,707	-	-	-
Dividend Paid	-	-	(5,274,598)	(5,274,598)	-	(5,274,598)
Transactions with owners	in their
capacity as owners	(50,628,478)	(61,281)	(5,192,891)	(55,882,650)	-	(55,882,650)
Balance 30 June 2012	19,507,863	-	(18,062,746)	1,445,117	-	1,445,117
	Contributed		Accumulated	Parent	Minority	Total
	equity	Reserves	losses	interest	interest	equity
	$	$	$	$	$	$
Consolidated
Balance 1 July 2012	19,507,863	-	(18,062,746)	1,445,117	-	1,445,117
Total comprehensive income/(loss)
for the year	-	-	(110,484)	(110,484)	-	(110,484)
Balance 30 June 2013	19,507,863	-	(18,173,230)	1,334,633	–	1,334,633

DMX Corporation’s Bidder’s Statement Page 43

Consolidated Statement of Cash Flows

For the year ended 30 June 2013

	Consolidated	Consolidated
	2013	2012
	$	$
Cash flows from operating activities
Receipts from customers (inclusive of GST)	61,972	20,156,820
Payments to suppliers (inclusive of GST)	(284,410)	(18,761,554)
	(222,438)	1,395,266
Interest received	82,149	447,617
Interest and other finance costs paid	(909)	(400,570)
Income tax (paid)/refund	106,578	(930,881)
Net cash inflow from operating activities	(34,620)	511,432
Cash flows from investing activities
Payments for property, plant and equipment	-	(506,163)
Proceeds from sale of discontinued operations	-	58,667,990
Net cash (outflow) from investing activities	-	58,171,827
Cash flows from financing activities
Repayment of borrowings	(24,336)	(9,841,077)
Payment from exercise of options	-	1,275,000
Return of capital to shareholders	(2,348)	(51,903,478)
Loan proceeds received	-	510,490
Unclaimed dividend funds	969,960	-
Dividend paid	-	(5,274,598)
Net cash (outflow) from financing activities	943,276	(65,233,663)
Net increase / (decrease) in cash and cash equivalents	908,656	(6,550,404)
Cash and cash equivalents at the beginning of the financial year	1,521,123	8,071,527
Cash and cash equivalents at the end of the financial year	2,429,779	1,521,123

DMX Corporation’s bidders statement Page 44

Notes to the financial statements

For the year ended 30 June 2012

Note 1: Significant accounting policies

This general purpose preliminary final report has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

This preliminary final report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2012 and any public announcements made by the company during the reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.

The accounting policies adopted are consistent with those of the previous financial year and interim reporting period.

Note 2: Operating segments

The consolidated entity operates in one geographical segment, being the Asia Pacific Region.

Prior to the disposal of certain assets, liabilities and subsidiaries during the previous financial year the Group had four reportable segments as described below:

• Chemical Collection and Recycling. Includes the collection, processing, recycling and sale of chemicals, paints and oils;

• Waste Destruction. Includes the collection, processing and destruction of hazardous waste;

• Corporate. Includes corporate overheads;

• Other Operating Segments. Includes the consulting and project business units.

As at 30 June 2013, the Group has only one corporate segment. The discontinued operations were aggregated into “All Other Segments”. Performance is measured based on segment profit before income tax as included in the internal management reports that are reviewed by the CEO. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on an arm’s length basis.

Comparative segment information has been represented in conformity with the requirement of AASB 8 Operating Segments.

Information about reportable segments

	Corporate 30 June 2013 $	Corporate 30 June 2012 $	Discontinued Operations 30 June 2013 $	Discontinued Operations 30 June 2012 $	Total Reportable Segments 30 June 2013 $	Total Reportable Segments 30 June 2012 $
External revenues	-	-	-	21,301,052		21,301,052
Interest received	82,149	446,312	-	1,305	82,149	447,617
Interest expense	909	23,432	-	385,437	909	408,869
Depreciation and amortisation	-	55,483	-	1,728,851	-	1,784,334
Reportable segment profit (loss) before Income Tax	(110,484)	(3,674,576)	-	8,613,028	(110,484)	4,938,452

DMX Corporation’s Bidder’s Statement Page 45

Notes to the financial statements

For the year ended 30 June 2012

Note 2: Operating segments (continued)

	Corporate 30 June 2013 $	Corporate 30 June 2012 $	Dis- continued Operations 30 June 2013 $	Dis- continued Operations 30 June 2012 $	Total Reportable Segments 30 June 2013 $	Total reportable segments 30 June 2012 $
Reportable segment assets	2,431,171	1,584,487	-	-	2,431,171	1,584,487
Reportable segment liabilities	1,096,538	139,370	-	-	1,096,538	139,370
Capital expenditure	-	119,000	-	401,000	-	520,000

Information about reportable segments

	Year ended	Year ended
	30 June 2013	30 June 2012
	$	$
Revenues
Total revenue for reportable segments	-	21,301,052
Interest revenue	82,149	447,617
Consolidated Revenue	82,149	21,748,669
Profit or (loss)
Total profit for reportable segments	(110,484)	4.938,452
Share of loss of minority interest	-	-
Consolidatedprofit/(loss) before income tax	(110,484)	4,938,452
Assets
Total assets for reportable segments	2,431,171	1,584,487
Consolidated total assets	2,431,171	1,584,487
Liabilities
Total liabilities for reportable segments	1,096,538	139,370
Consolidated total liabilities	1,096,538	139,370

DMX Corporation’s bidders statement Page 46

Notes to the financial statements

For the year ended 30 June 2012

Note 3: Equity – contributed

Note 3: Equity – contributed
	2013	2012	2012	2011
	Shares	Shares	$	$
Ordinary shares – fully paid	141,042,059	141,042,059	19,507,863	19,507,863
Movements in ordinary share capital
Details		Date	No. of shares	$
Balance		1 July 2011	136,792,059	70,136,341
Allotment on exercise of options	14	February 2012	4,250,000	1,275,000
Return of Capital	29	February 2012		(49,364,757)
Return of Capital		18 April 2012	-	(2,538,757)
Balance		30June 2012	141,042,059	19,507,863
Balance		30June 2013	141,042,059	19,507,863

Ordinary shares

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value.

Note 4: Events occurring after balance date

No other matter or circumstance has arisen since 30 June 2013, not otherwise disclosed to the market, which has significantly affected, or may significantly affect the consolidated entity’s operations in future financial years, the results of those operations in future financial years, or the consolidated entity’s state of affairs in future financial years.

The quotation of the Company’s securities was suspended by the Australian Securities Exchange on 20 August 2012.

Note 5: Joint Ventures

Nil.

Note 6: Discontinued Operations

On 15 December 2011, DMX Corporation entered into agreements with Tox Free Solutions Limited for the sale of all shares of DMX Corporation Limited’s subsidiary entities and certain assets and liabilities of DMX Corporation Limited. The transaction was completed on 15 February, 2012.

All revenue and expenses associated with the subsidiary entities are classified in the statement of comprehensive income as discontinued operations and are represented as follows:

Revenue Expenses Profit before income tax Income tax expense Profit for the period Profit on sale of discontinued operations Profit from discontinued operations	21,302,357 (16,338,169)
	4,964,188 (653,483) 4,310,705
	3,648,840 7,959,545

DMX Corporation’s Bidder’s Statement Page 47

12. OTHER MATERIAL INFORMATION

12.1 Time and date for determining COT Shareholders

For the purposes of section 633(2) of the Corporations Act, the time and date for determining the persons to whom information is to be sent under items 6 and 12 of section 633(1) is the Registration Date.

12.2 Foreign COT Shareholders

A COT Shareholder is a Foreign COT Shareholder for the purposes of this Offer if their address as shown in the register of COT Shareholders is in a jurisdiction other than Australia or its external territories, or New Zealand. However, such a person will not be a Foreign COT Shareholder if DMX Corporation is satisfied that it is not legally or practically constrained from making this Offer to a COT Shareholder in the relevant jurisdiction and that it is lawful for the shareholder to accept this Offer in such circumstances in the relevant jurisdiction. Notwithstanding anything else in this Bidder’s Statement, DMX Corporation is not under any obligation to spend any money, or undertake any action, in order to satisfy itself concerning any of these matters.

12.3 Current interests in Continuation Investments

(a) Relevant interests and voting power in COT Shares

DMX Corporation acquired:

• 5,025 shares in COT on 11 July 2013 for a total cost of $316.58 being $0.0630 cents per share.

• 572,431 shares in COT on 28 August 2013 for a total cost of $40,070.17 being $0.0700 cents per share.

One of the directors of DMX Corporation, Roger Collison, has an indirect interest in 10,983 shares in COT. It is Mr Collison’s intention to direct his trustee accept this offer for his COT shares for cash consideration. None of the other directors owns shares, directly or beneficially, in COT.

(b) No prior dealings in COT Shares

Other than as set out in this Bidder’s Statement, in the four months immediately prior to the date of this Offer, neither DMX Corporation nor any DMX Director, nor any Associate of any of the foregoing, provided or agreed to provide, consideration for any COT Shares under a purchase or agreement.

(c) No collateral benefit to any COT Shareholder

Other than as set out in this Bidder’s Statement, neither DMX Corporation nor any DMX Director, nor any Associate of any of the foregoing, has given, offered or agreed to give, and will not give or agree to give at any time during the Offer Period, a benefit to another person where the benefit was likely to induce the other person, or an Associate of that person, to:

• accept this Offer; or

• dispose of any of their COT Shares,

which benefit was not offered to all COT Shareholders under the Offer.

DMX Corporation’s bidders statement Page 48

(d) No agreements for increased price or other benefits

Neither DMX Corporation nor any DMX Director, nor any Associate of any of the foregoing, has entered into a transaction whereby a benefit is to be passed and the amount or value of that benefit is determined by reference in whole or part to the consideration offered under this Offer or the consideration offered for the acquisition of any COT Share outside this Offer but during the Offer Period.

(e) No agreement between DMX Corporation and COT or COT Directors

Except as set out elsewhere in this Bidder’s Statement, there is no agreement between DMX Corporation and COT , between DMX Corporation and any COT Director, or between any Associate of any of the foregoing, in connection with or conditional upon the outcome of this Offer.

Without limitation to the foregoing, no pre-bid agreement between any of the abovementioned persons exists in regard to the acquisition of a relevant interest in any COT Shares.

12.4 Consents

The DMX Directors have given their written consent to the inclusion in this Bidder’s Statement of statements made by the DMX Directors, and statements based on statements made by the DMX Directors, in the form and context in which they appear and have not withdrawn such consent before the lodgement of this Bidder’s Statement with ASIC.

Each of the following parties has consented to being named in this Bidder’s Statement in the form and context in which they are so named and have not withdrawn that consent as at the date of lodgement of this Bidder’s Statement with ASIC:

• Etienne Lawyers – as legal adviser to DMX Corporation;

• HLB Mann Judd (NSW Partnership) – as auditor of DMX Corporation;

• Link Market Services – as share registry for DMX Corporation;

None of the parties referred to above makes, or purports to make, any statement in this Bidder’s Statement and is not aware of any statement in this Bidder’s Statement which purports to be based on a statement made by any of them, other than as specified in this section.

To the maximum extent permitted by law, each of the parties referred to above expressly disclaims and takes no responsibility for any part of this Bidder’s Statement, other than a reference to its name and a statement included in this Bidder’s Statement with the consent of that party as specified in this section.

12.5 ASIC Relief

ASIC has published various “Class Order” instruments providing for modifications and exemptions that apply generally to all persons, including DMX Corporation, in relation to the operation of Chapter 6 of the Corporations Act. DMX Corporation may rely on this class order relief.

This Bidder’s Statement includes statements which are made in, or based on statements made in, documents lodged with ASIC or announced on the company announcements platform of the ASX. Under the terms of ASIC Class Order [CO 13/521], the parties making those statements are not required to consent to, and have not consented to, inclusion of those statements in this Bidder’s Statement. If you would like to receive a copy of any of those documents, or the relevant parts of the documents containing the statements, (free of charge), during the Offer Period, please call DMX Corporation on 1300 656 162.

DMX Corporation’s Bidder’s Statement Page 49

12.6 No other material information

Apart from information as disclosed in this Bidder’s Statement, there is no other information which:

• (a) is material to a person to whom this Offer is made regarding whether to accept or decline the Offer;

• (b) is known to DMX Corporation; and

• (c) has not been previously disclosed to COT Shareholders.

12.7 Electronic Bidder’s Statement

An electronic version of this Bidder’s Statement is available from DMX Corporation’s website at www.dmxcorp.com.au.

The Acceptance Form may only be distributed if attached or accompanied by a complete and unaltered copy of the Bidder’s Statement. The personalised Acceptance Form accompanying this Bidder’s Statement contains a declaration that the COT Shareholder has personally received the complete and unaltered Bidder’s Statement prior to completing the Acceptance Form.

DMX Corporation will not process a completed Acceptance Form if it has reason to believe that the COT Shareholder has not received a complete paper copy or electronic copy of this Bidder’s Statement or if it has reason to believe that the Acceptance Form or electronic copy of this Bidder’s Statement has been altered or tampered with in any way.

While DMX Corporation believes that it is unlikely that, during the Offer Period, the electronic version of the Bidder’s Statement will be tampered with or altered in any way, DMX Corporation cannot give any absolute assurance that this will not be the case. Any COT Shareholder in doubt concerning the validity or integrity of an electronic copy of this Bidder’s Statement should contact Jon McArthur on 02 8256 2100 immediately to request a paper copy of this Bidder’s Statement.

DMX Corporation’s bidders statement Page 50

13. APPROVAL

This Bidder’s Statement has been approved by unanimous resolution of the DMX Directors.

Signed for and on behalf of DMX Corporation

==> picture [86 x 27] intentionally omitted <==

Roger Collison Chairman of DMX Corporation

25 November, 2013

DMX Corporation’s Bidder’s Statement Page 51

14. DEFINITIONS AND INTERPRETATION

14.1 DEFINITIONS

In this Bidder’s Statement, the following words have the below meanings unless a contrary intention appears or is indicated otherwise:

WORD or PHRASE Meaning

Acceptance Form The form which accompanies this Bidder’s Statement and is entitled “Acceptance Form” or any or substitute equivalent provided by DMX Corporation if required Accepted Shares See meaning in Section 5.10(a) of this Bidder’s Statement AEST Australian Eastern Standard Time. Announcement Date 25 November, 2013, being the date of announcement of this Offer ASIC Australian Securities and Investments Commission

The form which accompanies this Bidder’s Statement and is entitled “Acceptance Form” or any or substitute equivalent provided by DMX Corporation if required

Australian Securities and Investments Commission

Associate ASTC

Has the meaning given to that term in section 11 of the Corporations Act

ASX Settlement and Transfer Corporation Pty Ltd (ABN 49 006 504 532)

ASTC Settlement Rules Operating rules of the settlement facility provided by ASTC ASX ASX Limited (ABN 98 008 624 691) or, if the context requires, the financial market operated by it ASX Listing Rules Official listing rules of ASX Bid Conditions Each of the conditions subsequent listed in Section 5.6 of this Bidder’s Statement Bid Consideration In respect of each Accepted Share 7.20 cents in cash Bid Period The period between the date this Bidder’s Statement is given to COT and the end of the Offer Period Bidder’s Statement This document (including all appendices to it), being the statement of DMX Corporation under Part 6.5 Division 2 of the Corporations Act relating to this Offer Business Day A day that is not a Saturday, a Sunday or a public holiday or bank holiday in the State of New South Wales CGT Capital gains tax CHESS The Clearing House Electronic Sub-register System which provides for electronic transfer of securities in Australia CHESS Holding A holding of COT Shares on the CHESS Subregister of Continuation Investments

The period between the date this Bidder’s Statement is given to COT and the end of the Offer Period

DMX Corporation’s bidders statement Page 52

WORD or PHRASE Meaning CHESS Participant Participant of ASX who is admitted to participate in the settlement facility operated by ASTC in accordance with the ASTC Settlement Rules CHESS Subregister Has the meaning given to that term in the ASTC Settlement Rules Closing Date 18 January, 2014 unless varied by DMX Corporation as permitted by the Corporations Act Constitution The constitution of DMX Corporation, as amended from time to time. Controlling Participant CHESS Participant who is designated to be the controlling participant for shares in a CHESS Holding in accordance with the ASTC Settlement Rules Corporations Act Corporations Act 2001 (Cth) COT or Continuation Continuation Investments Limited (ABN 91 106 854 175) Investments COT Directors Directors of COT from time to time COT Shareholder A registered holder of a COT Share as at the Register Date COT Share A fully paid ordinary share in the issued capital of COT , including all Rights attached to it Delisted The process of a corporation whose shares are quoted for trading on the ASX being removed from the list of quoted securities in accordance with the provisions of the Listing Rules.

DMX or DMX Corporation DMX Corporation Limited (ABN 90 009 140 550)

DMX Directors The directors of DMX Corporation as at the date of this Bidder’s Statement. DMX Share A fully paid ordinary share in the issued capital of DMX Corporation DMX Shareholder A registered holder of a DMX Share Encumbrance In respect of any asset, any restrictions on the transfer of that asset, whether legal or otherwise, such as any mortgage, charge, lien, interest of third parties, or security interest as that term is defined in the Personal Property Securities Act 2009 (Cth), including any agreement to create any of the foregoing or to allow any of the foregoing to exist Foreign COT A COT Shareholder determined by DMX Corporation to be a Shareholder “Foreign COT Shareholder” pursuant to Section 11.3 Issuer Sponsored A holding of COT Shares on Continuation Investments’ issuer Holding sponsored sub-register Market Participant Market Participant in accordance with the ASTC Settlement Rules

DMX Corporation’s Bidder’s Statement Page 53

WORD or PHRASE Meaning Offer DMX Corporation’s offer to acquire COT Shares on the Offer Terms (and for the avoidance of doubt, includes each such offer made to an individual COT Shareholder pursuant to that offer) Offer Period The period during which this Offer remains open for acceptance in accordance with the Offer Terms Offer Terms The terms and conditions of this Offer set out in Section 5 of this Bidder’s Statement. Official Quotation Official quotation of a security on a market operated by ASX Participant Has the meaning given to that term in the ASTC Settlement Rules Prescribed Occurrences Those events listed in Section 5.6(c) of this Bidder’s Statement Public Authority Any government or governmental, semi-governmental, statutory or judicial entity or authority, or any minister, department, office or delegate of any government, whether in Australia or elsewhere, any self-regulatory organisation established under statute and any securities exchange Register Date 5 December, 2013 being the date set by DMX Corporation pursuant to section 633(2) of the Corporations Act Rights In relation to a COT Share, all accretions, rights and benefits of whatever kind attaching to or arising from that COT Share directly or indirectly after the date of this Bidder’s Statement. This includes all rights to receive dividends, distributions and other entitlements, to receive or subscribe for shares, stock units, notes, options and all other securities, declared, paid or issued by COT or any of its subsidiaries VWAP volume weighted average price your COT Shares Subject to Sections 5.1(b) and 5.5:

the COT Shares in respect of which you are registered or entitled to be registered as a holder in the register of COT Shareholders at the Register Date and in respect of which no other person becomes registered or entitled to be registered as a holder before you accept the Offer; and any other COT Shares to which you are able to give good title at the time you accept this Offer during the Offer Period

14.2 INTERPRETATION

In this Bidder’s Statement and in the Acceptance Form, the following rules of interpretation apply unless the context otherwise requires:

• (a) words and phrases which are not specifically defined in this Bidder’s Statement have the same meaning (if any) as in the Corporations Act or the ASTC Settlement Rules;

• (b) words referring to the singular include the plural and conversely;

DMX Corporation’s bidders statement Page 54

• (c) a reference to a person includes any natural person, company, unincorporated body or associations, partnership, joint venture, association, corporation or other corporate;

• (d) a reference to a person includes a reference to the person’s executors, administrators, successors, substitutes and assigns;

• (e) a reference to any statute, regulation, proclamation, ordinance or by law includes all statutes, regulations, proclamations and ordinance, or by laws amending, varying, consolidating, replacing it;

• (f) a reference to time is a reference to AEST;

• (g) headings and bold type are used for convenience only and do not affect the interpretation of this document;

• (h) a reference to a paragraph, section, annexure, appendix or schedule is a reference to a paragraph or section of or an annexure, appendix or schedule to this Bidder’s Statement as relevant;

• (i) a reference to any instrument or document includes any variation or replacement;

• (j) the use of “includes”, “including”, “for example”, “such as” or other similar expressions does not suggest that what is provided is exhaustive;

• (k) a reference to you is a reference to the person to whom this Offer is made (or deemed to be made); and

• (l) a reference to dollars, $, A$, cents or c and currency is a reference to the lawful currency of the Commonwealth of Australia, unless otherwise provided.

DMX Corporation’s Bidder’s Statement Page 55

15. DMX ASX ANNOUNCEMENTS IN 2012 and 2013

. DMX 2013	ASX ANNOUNCEMEN
Date	Announcement
17 Oct 2013	Annual Report to shareholders - updated
17 Oct 2013	Notice of Annual General Meeting/Proxy Form
30 Sep 2013	Withdrawal of proportional takeover offer for COT
17 Sep 2013	COT: Intent to Reject Takeover Offer
10 Sep 2013	Becoming a substantial shareholder for COT
10 Sep 2013	Delay to proportional T/O Offer for 66.67% of COT
3 Sep 2013	COT: DMX Intention to delist
29Aug 2013	Delisting of Company
22 Aug 2013	COT: Update – Proportional Takeover Offer
22 Aug 2013	DMX: Change of dates
19 Aug 2013	Unsolicited Takeover Bid
16 Aug 2013	Proportional Takeover circular
14 Aug 2013	Annual report to shareholders
12 Aug 2013	COT: Directors initial response to takeover offer
12 Aug 2013	Takeover Acceptance forms from DMX
12 Aug 2013	Bidders Statement from DMX
12 Aug 2013	DMX: Intention to Make Takeover Bid
9 Aug 2013	Preliminary final report
15 Jul 2013	Details of share registry address
10 Jul 2013	Surplus dividend funds
7 Mar 2013	Change of Director's Interest Notice
5 Mar 2013	Change of Director's Interest Notice
5 Mar 2013	Director Appointment
5 Mar 2013	Initial Director's Interest Notice
5 Mar 2013	Final Director's Interest Notice
28 Feb 2013	Change in substantial holding
28 Feb 2013	Director Appointment/Resignation
28 Feb 2013	Ceasing to be a substantial holder
26 Feb 2013	Change in substantial holding
26 Feb 2013	Change in substantial holding
7 Feb 2013	Half Year Accounts
17 Dec 2012	Withdrawal of 249D Requisition
14 Dec 2012	Director Resignation
29 Nov 2012	General Meeting Requisition
29 Nov 2012	Initial Director's Interest Notice
29 Nov 2012	Initial Director's Interest Notice
29 Nov 2012	Final Director's Interest Notice
28 Nov 2012	Results of Meeting
27 Nov 2012	Chairman's Address to Shareholders
27 Nov 2012	Change of Officeholders & Update
25 Oct 2012	Proxy Form - updated version
25 Oct 2012	Notice of General Meeting updated version
23 Oct 2012	Proxy Form
23 Oct 2012	Notice of Annual General Meeting
19 Oct 2012	Final Director's Interest Notice
17 Oct 2012	Director Resignation
16 Oct 2012	Ceasing to be a substantial holder
16 Oct 2012	Becoming a substantial holder
16 Oct 2012	Becoming a substantial holder
15 Oct 2012	Annual Report to shareholders
9 Aug 2012	Request for Trading Halt
9 Aug 2012	Trading Halt
9 Aug 2012	Market Update
6 Aug 2012	Initial Director's Interest Notice
6 Aug 2012	Director Appointment
30 Jul 2012	Final Director's Interest Notice - E Kaplan

DMX Corporation’s bidders statement Page 56

Date	Announcement
30 Jul 2012	Director Appointment/Resignation and Update
30 Jul 2012	Becoming a substantial holder
27 Jul 2012	Ceasing to be a substantial holder from CVC
27 Jul 2012	Trading Halt
24 Jul 2012	Change of Director's Interest Notice
13 Jul 2012	Change of Director's Interest Notice
10 Jul 2012	Change of Director's Interest Notice
4 Jul 2012	Market Update
15 Jun 2012	Ceasing to be a substantial holder from TPI
7 Jun 2012	Change in substantial holding
7 Jun 2012	Change in substantial holding from CVC
6 Jun 2012	Becoming a substantial holder
14 May 2012	Appendix 3Y Query and Response
9 May 2012	Director Appointment/Resignation
9 May 2012	Change of Director`s Interest Notice
24 Apr 2012	Change in substantial holding
16 Apr 2012	Becoming a substantial holder
5 Apr 2012	Company Secretary Appointment/Resignation
3 Apr 2012	Notice of further shareholder distribution
2 Apr 2012	Director Resignation
2 Apr 2012	Final Director`s Interest Notice
30 Mar 2012	Settlement of dispute and further distribution
29 Mar 2012	TOX: Response to DMX Announcement
28 Mar 2012	Trading Halt Request
28 Mar 2012	Trading Halt
23 Mar 2012	Change in Substantial Shareholding from CVC
21 Mar 2012	Response to ASX Query on Director`s Interest Notice
14 Mar 2012	Change of Director`s Interest Notice
29 Feb 2012	Half Yearly Report and Accounts
20 Feb 2012	Change to Capital Return Ex Date
16 Feb 2012	Appendix 3B
15 Feb 2012	Completion of Sale to Tox Free Solutions
15 Feb 2012	TOX: Completion of Strategic Acquisition
9 Feb 2012	TOX: DMX Corporation Shareholders Approve Sale of Assets
9 Feb 2012	Results of Meeting
6 Feb 2012	Ceasing to be a substantial holder
18 Jan 2012	Waiver of ASX Listing Rule 7.25
10 Jan 2012	Independent Expert`s Report
9 Jan 2012	Proxy Form
9 Jan 2012	Notice of General Meeting
5 Jan 2012	Ceasing to be a substantial holder

DMX Corporation’s Bidder’s Statement Page 57

16. COT ASX ANNOUNCEMENTS IN 2012 and 2013

Date

Announcement

14 Nov 2013 Net Tangible Asset Backing – October 2013 28 Oct 2010 Notice of Annual General Meeting 15 Oct 2013 Net Tangible Asset Backing – September 2013 30Sep 2013 DMX: Withdrawal of proportional takeover offer for COT 17 Sep 2013 Intent to reject Takeover Offer 13 Sep 2013 Net Tangible Asset Backing – August 2013 13 Sep 2013 Becoming a substantial shareholder 10 Sep 2013 Becoming a substantial shareholder 10 Sep 2013 Becoming a substantial shareholder from DMX 10 Sep 2013 DMX: Delay to Proportional T/O Offer for 66/7% of COT 3 Sep 2013 DMX Intention to Delist 2 Sep 2013 Preliminary Final Report and Annual Report to Shareholders 22 Aug 2013 Update – Proportional Takeover Offer 22 Aug 2013 DMX: Change of dates 22 Aug 2013 Suspension of COTE proportional bid DMX deferred 19 Aug 2013 Unsolicited Takeover Bid 16 Aug 2013 Proportional Takeover circular 14 Aug 2013 Directors Initial response to Takeover Offer 12 Aug 2013 Takeover Acceptance forms from DMX 12 Aug 2013 Bidders Statement from DMX 12 Aug 2013 DMX: Intention to Make Takeover Bid 15 July 2013 Net Tangible Asset Backing – June 2013 14 Jun 2013 Net Tangible Asset Backing – May 2013 16 May 2013 Net Tangible Asset Backing – April 2013 15 Apr 2013 Net Tangible Asset Backing – March 2013 2 Apr 2013 Final Director's Interest Notice 2 Apr 2013 Initial Director's Interest Notice 2 Apr 2013 Board Appointment 14 Mar 2013 Net Tangible Asset Backing - February 2013 21 Feb 2013 Appendix 4D and Half Year Accounts 14 Feb 2013 Net Tangible Asset Backing - January 2013 22 Jan 2013 Change of Director's Interest Notice 14 Jan 2013 Net Tangible Asset Backing - December 2012 14 Dec 2012 Net Tangible Asset Backing - November 2012 3 Dec 2012 Change of Director's Interest Notice x 2 3 Dec 2012 Issue of Unlisted Options 20 Nov 2012 Update for Shareholders at the 2012 AGM 20 Nov 2012 Results of Meeting 15 Nov 2012 Net Tangible Asset Backing - October 2012 19 Oct 2012 Notice of Annual General Meeting/Proxy Form 15 Oct 2013 Net Tangible Asset Backing-September 1 Aug 2012 Change of Directors Interest Notice x 2 1 Aug 2012 Entitlement Issue - Shortfall Allotment 24 Jul 2012 Change of Director's Interest Notice x 2 18 Jul 2012 Entitlement Issue - Allotment 16 Jul 2012 Net Tangible Asset Backing - July 2012 13 Jul 2012 Entitlement Issue - Shortfall Notice 26 Jun 2012 Dispatch of Entitlement Issue Offer Document 15 Jun 2012 Shareholder Letter - Entitlement Issue 14 Jun 2012 Net Tangible Asset Backing - May 2012 13 Jun 2012 Appendix 3B 13 Jun 2012 Offer Document 13 Jun 2012 Cleansing Notice 13 Jun 2012 Continuation to Raise Additional Capital -Renounceable Issue 15 May 2012 Results of Meeting 14 May 2012 Net Tangible Asset Backing - April 2012 17 Apr 2012 Form 484

DMX Corporation’s bidders statement Page 58

Date Announcement

16 Apr 2012 16 Apr 2012 13 Apr 2012 14 Mar 2012 12 Mar 2012 12 Mar 2012 9 Mar 2012 9 Mar 2012 8 Mar 2012 8 Mar 2012 8 Mar 2012 1 Mar 2012 20 Feb 2012 17 Feb 2012 10 Feb 2012 16 Jan 2012

COT Proposed 3 for 1 Share Split Notice of General Meeting/Proxy Form Net Tangible Asset Backing - March 2012 Net tangible asset backing - February 2012 Change of Registered Office Initial Director`s Interest Notice x 2 Ceasing to be substantial holder from TDI TDI: Sale of stake in COT completed Appendix 3Z - Steve Roberts Appendix 3Z - Andrew Brown Director Appointment/Resignation Binding Agreement to sell stake in Company Change of Registered Address Appendix 4D and Interim Accounts Net tangible asset backing - January 2012 Net tangible asset backing December 2011

DMX Corporation’s Bidder’s Statement Page 59