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VYSARN LIMITED M&A Activity 2017

Apr 4, 2017

66029_rns_2017-04-04_7ec51169-6e36-4582-bdd7-5879cffabe34.pdf

M&A Activity

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Mercantile OFM Pty Limited

ABN 30 120 221 623 Level 5, 139 Macquarie Street Sydney NSW 2000 Tel 02 8014 1188 Fax 02 8084 9918

5 April 2017

BY ELECTRONIC LODGEMENT

Company Announcements ASX Limited Exchange Centre 20 Bridge Street Sydney NSW 2000

Off Market Takeover Bid for all the ordinary shares in MHM Metals Limited (ACN 124 212 175) (MHM)

Mercantile OFM Pty Ltd (ACN 120 221 623) ( Mercantile OFM ) refers to the unconditional offers dated 13 February 2017 ( Offer ) under its takeover bid for all the issued ordinary shares in MHM, which are contained in the replacement bidder’s statement from Mercantile OFM dated 30 January 2017 ( Bidder’s Statement ).

Mercantile OFM attaches :

  • ➢ the notice confirming the status of defeating conditions under the Offer ( Condition Notice required by Section 630(3) of the Corporations Act 2001 (Cth) ( Corporations Act ) ; and

  • ➢ a notice under Section 650D of the Corporations Act varying the Offer by extending the closing date ( Notice of Variation ).

Mercantile OFM’s Offer is UNCONDITIONAL and, in accordance with the Notice of Variation, will now expire at 7:00pm (Sydney time) on Friday, 5 May 2017 .

As of today, Mercantile OFM’s voting power in MHM is 5.13% comprising 6,985,884 MHM Shares.

MHM Shareholders are encouraged to ACCEPT the Offer as soon as possible.

MHM Shareholders are reminded that Mercantile OFM has accelerated the payment of the cash consideration of $0.04 per MHM Share under the Offer.

Payment of your cash consideration will be sent to you within 4 business days of Mercantile OFM receiving your valid Acceptance Form.

MHM Shareholders that have mislaid their Acceptance Forms can contact Mercantile OFM to request a replacement Acceptance Form on (02) 8014 1188 between 9:00am and 5:00pm (Sydney time) on any business day.

Yours sincerely,

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Gabriel Radzyminski Director

Mercantile OFM Pty Ltd (ACN 120 221 623)

Off-Market Bid for MHM Metals Limited (ACN 124 212 175)

Notice of Status of Defeating Condition

To: MHM Metals Limited (ACN 124 212 175) ( MHM )

And to: ASX Limited

This notice of variation ( Notice of Variation ) is given under Section 630(3) of the Corporations Act by Mercantile OFM Pty Ltd (ACN 120 221 623) ( Mercantile OFM ) in relation to offers dated 13 February 2017 ( Offers ) under its takeover bid for all the issued ordinary shares in MHM Metals Limited (ACN 124 212 175) ( MHM ), which are contained in the replacement bidder’s statement from Mercantile OFM dated 30 January 2017 ( Bidder’s Statement ).

Words defined in the Bidder’s Statement have the same meaning in this notice, unless the context requires otherwise.

Status of Defeating Condition

Mercantile OFM gives notice that its Offers in relation to the ordinary shares in MHM are free from the defeating condition set out in Section 9.1 of the Bidder’s Statement and that condition has not been fulfilled.

As at the date of this notice, Mercantile OFM’s voting power in MHM is 5.13% comprising 6,985,884 MHM shares.

Dated: 5 April 2017

Signed for and on behalf of Mercantile OFM Pty Ltd

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Gabriel Radzyminski Director

Mercantile OFM Pty Ltd (ACN 120 221 623)

Off-Market Bid for MHM Metals Limited (ACN 124 212 175)

Notice of Variation: Extending Offer Period

To: MHM Metals Limited (ACN 124 212 175) ( MHM )

And to: Australian Securities & Investments Commission And to: Each holder of ordinary shares in MHM And to: ASX Limited

This notice of variation ( Notice of Variation ) is given under Section 650D of the Corporations Act by Mercantile OFM Pty Ltd (ACN 120 221 623) ( Mercantile OFM ) in relation to offers dated 13 February 2017 ( Offers ) under its takeover bid for all the issued ordinary shares in MHM Metals Limited (ACN 124 212 175) ( MHM ), which are contained in the replacement bidder’s statement from Mercantile OFM dated 30 January 2017 ( Bidder’s Statement ).

Words defined in the Bidder’s Statement have the same meaning in this notice, unless the context requires otherwise.

Variation: Extension of Offer Period

Mercantile OFM gives notice that it varies its Offers by extending the Offer Period until 7.00pm on Friday, 5 May 2017.

Authorisation

This Notice of Variation is dated 5 April 2017, the date it was lodged with ASIC. Neither ASIC nor any of its officers takes any responsibility for the contents of this Notice of Variation.

This Notice of Variation has been approved by a resolution passed by the directors of Mercantile OFM.

Dated: 5 April 2017

Signed for and on behalf of Mercantile OFM Pty Ltd

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Gabriel Radzyminski Director