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THORNEY TECHNOLOGIES LTD M&A Activity 2013

Feb 6, 2013

65908_rns_2013-02-06_537842c5-dc18-44c2-a0ec-bf3f38fdb348.pdf

M&A Activity

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7 February 2013

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The Company Announcements Office Australian Stock Exchange Limited Level 4, 20 Bridge Street SYDNEY NSW 2000

Further to Australian Renewable Fuels Limited (ASX: ARW) announcement today to the market, it is appropriate that Wentworth Holdings Limited (ASX: WWM) also provide an update on various matters.

ARW current takeover bid for WWM shares

In their ASX announcement, ARW has made the following statement:

“Australian Renewable Fuels Limited (ASX:ARW) (“Company”) has a current takeover bid ("Bid") for shares in Wentworth Holdings Limited (ASX: WWM. The Bid has a 90% minimum acceptance condition, and current acceptances are 42%. Australian Renewable Fuels Limited (ARfuels) considers that the minimum acceptance condition is unlikely to be satisfied having regard to the current level of acceptances and the publicly stated intentions of key Wentworth shareholders. Accordingly, ARfuels does not intend to waive or alter the Bid conditions, with the effect that the Bid is expected to lapse on 15 February 2013 without it being extended or implemented. Those Wentworth shareholders who have accepted the Bid will retain ownership of their Wentworth shares and ARfuels thanks all of them for their interest and support of the Company”

In response to this statement, WWM can advise shareholders that:

  • WWM shareholders who have accepted the Bid will retain ownership of their WWM shares.

  • WWM shareholders who have not accepted the Bid to date and do not wish to accept the Bid, do not need to anything further.

  • WWM shareholders who have not accepted the Bid to date but still wish to accept the Bid should note that per above, the Bid will not succeed.

ARW’s alternative capital raising

In addition, in their ASX announcement ARW has made the following statement:

Australian Renewable Fuels Limited (ASX:ARW) is very pleased to advise that it has successfully agreed a capital raising mechanism to raise $12.3 million at 0.7 cents per share, comprising an immediate placement of $4.27 million and an underwritten 3 for 8 entitlement offer of $8 million to shareholders (with the ability of shareholders to apply for oversubscriptions).

WWM Participation in ARW’s capital raising

WWM was offered and accepted the opportunity to participate in ARW’s capital raising on the following basis:

  • an initial investment of $1.4 million being for 200 million ARW shares at 0.7 cents per share , the placement

  • an underwriting position of $4 million in the non-renounceable entitlement offer of $8 million to ARW shareholders (including the Placement shareholders) on a 3 for 8 basis at 0.7 cents per share

As an Investment Company, WWM considers ARW an exciting investment opportunity and the investment demonstrates our strong support and confidence in the ARW business and management team.

Next steps for WWM

When the ARW offer lapses WWM will enter into discussions with the Thorney Group concerning an alternative proposal for WWM.

Please do not hesitate to contact Ron Hollands (Company Secretary) if there are any questions concerning the above matter.

Wentworth Holdings Limited ABN 41 080 167 264

Level 29, 55 Collins Street T 0420 961 617 Melbourne VIC 3000 F 03 8692 1122 E [email protected]

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