tty getting ready for the takeover of matilda, page-2

Territory's intentions for the Company
Given the potential increase in Territory's voting power in the Company as a result of the Rights Issue
and its sub-underwriting of the Rights Issue, there is also a requirement to provide details of Territory's
current intentions for the Company in the event that it gains effective control of the Company.
Territory has informed the Company that if it were to gain effective control of the Company by virtue of
its shareholding, including Shares acquired under the Rights Issue and its sub-underwriting of the
Rights Issue, the current intentions of Territory are as follows:
(a) procure that the Company will:
(i) generally continue the business of the Company;
(ii) not make any major changes to the business of the Company nor redeploy any of the
fixed assets of the Company; and
(iii) continue the employment of the Company's present employees; and
(b) retain the current Board of the Company with the existing nominees of Territory.
The intentions and statements of future conduct set out above must also be read as being subject to
the legal obligation of the Company directors at the time, including any nominees of Territory, to act in
good faith in the best interests of the Company and for the proper purposes and to have regard to the
interests of the Shareholders.
The implementation of Territory's current intentions of its ownership of the Company, will be subject to
the law (including the Corporations Act), the ASX Listing Rules and the Company's constitution.
In particular, the requirements of the Corporations Act and the ASX Listing Rules in relation to conflicts
of interest and "related party" transactions will apply in the event that Territory is treated as a related
party of the Company.
Territory would only make a decision on its courses of action in light of material facts and
circumstances at the relevant time and after it receives appropriate legal and financial advice on