Ann: MLM: SCONI Sale and Purchase Agreement, page-66

The market release yesterday indicates: Certain conditions precedent that previously needed to be met, for both parties to complete the sale of the property, have been agreed to now not be met. So those conditions precedent have been deleted or waived, The parties have negotiated an amount, $1m, that is deemed acceptable by both parties in exchange for this alteration to contract. Given the tone of the document I would think the amount is not material to either party (no adverse affect from original intent of payment or reward in sale contract) and purely allows both parties to mutually proceed to sale as originally intended. An example of a negotiated condition in original contract that might have been a sticking point and needing some amendment might have been; looking at some of the conditions precedent I am none too sure I would like the mortgage over the property to protect the interests of MLM, so maybe the $1m is in exchange for removal of that condition? That would give AUZ greater operational flexibility moving forward and be worth the $1m in my view. But the announcement doesn’t say what conditions precedent are affected at all, it just indicates certain conditions have been deleted or varied and the agreement to do so is in exchange for dollars. As a result, the good news is there remains no impediment to sale and settlement will proceed on 8Dec. Having been on the business side of contracts varying conditions precedent and substituting some other form of compensation to still meet the original negotiated intent is not that unusual. I will wait and see what the deleted/varied conditions precedent are when the sale is complete and details are released.