14 April 2010Update on notification of interest to make...

14 April 2010
Update on notification of interest to make off-market bid received by DMC
DMC Mining Limited (ASX: DMM) (DMC) today advised ASX that it has been notified by a third party of an interest in making an off-market bid for the shares in DMC (Notification of Interest).
DMC has been requested to provide further details with respect to the Notification of Interest. Notwithstanding that the Company considers Listing Rule 3.1A applies to the information, DMC advises that the Notification of Interest includes:
An all-cash takeover offer of A$0.46 per DMC share, with the following pre-conditions:
o A requirement that each of the directors of DMC and their respective shareholding entities in DMC enter into pre-bid agreements to sell their shares in DMC, subject to receipt of a better cash offer per share prior to the end of the offer period;
o The Board of DMC recommending the offer, subject to a better cash offer per share being made by another party;
o A requirement for a pre-bid agreement between DMC and the bidder; and
o The completion of due diligence to the satisfaction of the bidder.
The offer would be conditional upon:
o At the end of the offer period, the bidder having a relevant interest in at least 47,000,000 DMC shares on issue (including any options that are exercised during the offer period), which represents 55.32% of DMCs current shares on issue, and represents 50.47% of DMCs shares on issue (assuming all outstanding options are exercised); and
o A prescribed event (being an event listed in section 652C(1)(a) to (h) and section 652C(2)(a) to (e) of the Corporations Act 2001 (Cth).
The Notification of Interest was unsolicited and the confidential and non-binding proposal is incomplete, subject to conditions and not capable of acceptance in its current form. DMC intends to enter into further discussions and negotiations with the party that has provided the Notification of Interest.
There is no certainty that these discussions and negotiations will lead to a competing transaction, or if there is a competing transaction that it will be on the terms and conditions contained in the Notification of Interest.
The directors of DMC will advise shareholders of a recommended course of action in the near future and at this stage advise shareholders take no action.
For further information please visit www.dmcmining.com.au or contact