ASX ANNOUNCEMENT 30 July 2015

VDM Granted ASX Waiver to Issue Shares to Seabank

VDM Group Limited (VDM) advises that ASX Limited (ASX) has granted VDM a waiver from ASX Listing Rule 14.7 to allow VDM to issue 650 million VDM shares (Consideration Shares) to Seabank Resources, LDA (Seabank) in connection with VDM's proposed acquisition of a 65% participating interest in the Cachoeiras do Binga copper exploration project located in the Republic of Angola (Angolan Copper Project Joint Venture) (Waiver).
VDM shareholders approved the issue of the Consideration Shares at the annual general meeting held on 28 November 2014. However, as a result of protracted negotiations of a mineral investment contract with the Angolan State (Mineral Investment Contract), more than 3 months has passed since that date. Accordingly, VDM required a waiver of ASX listing rule 14.7 to allow it to issue the Consideration Shares without a further shareholder approval.
ASX has granted the Waiver on the following conditions:

the Consideration Shares are to be issued no later than the earlier of the VDM's next annual general meeting or 30 November 2015, and otherwise on the same terms and conditions as approved by shareholders on 28 November 2014; and

the terms of this waiver are immediately released to the market.

VDM advises that although protracted, the negotiations to complete the Mineral Investment Contract with the Angolan State are advancing and VDM expects to satisfy the conditions of the Waiver and issue the Consideration Shares to Seabank as consideration to acquire a participating interest in the Angolan Copper Project Joint Venture within the timeframe required by the Waiver.

For further information please contact: BOARD & MANAGEMENT

Mr Luk Hiuming

NON-EXECUTIVE CHAIRMAN

Dr Dongyi Hua

MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER

Mr Michael Fry

NON-EXECUTIVE DIRECTOR

Mr Velko (Vic) Jakovich

NON-EXECUTIVE DIRECTOR

Mr Padraig O'Donoghue CHIEF FINANCIAL OFFICER COMPANY SECRETARY

REGISTERED OFFICE

Level 1

Fortescue Centre

30 Terrace Road

East Perth, W A 6004

POSTAL ADDRESS

Locked Bag 8

East Perth, W A 6892

CONTACT DETAILS

Tel: (08) 9265 1100

WEBSITE

vdmgroup.com.au

SHARE REGISTRY Computershare Investor Services Pty Limited GPO Box 2975

Melbourne, VIC 3001

Tel: 1300 850 505

Dr Dongyi Hua
Managing Director & CEO VDM Group Limited
(08) 9265 1100
Padraig O'Donoghue
CFO & Company Secretary
VDM Group Limited
(08) 9265 1100

ASX CODE

VMG

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