Elemental Minerals Update on the Dingyi Proposal

Background

PERTH, Australia, May 13, 2013 /CNW/ - Elemental Minerals Limited (ASX, TSX: ELM) ("Elemental" or "the Company") is pleased to provide an update in respect of the approach it has received from Dingyi Group Investment Limited ("Dingyi") in respect of an indicative, non-binding, incomplete and conditional potential transaction, the details of which were announced by Elemental on 12 April 2013 (the "Proposal").

Confirmatory due diligence substantially complete

Dingyi has confirmed that it has now substantially completed its confirmatory due diligence review on Elemental in that it has completed the investigation phase of its due diligence and all existing questions have been addressed. The confirmatory due diligence review will be completed upon review and consideration of the final reports of its advisors, anticipated to be received in the week commencing 13 May 2013.

Extension of exclusivity period and shareholder support

In order to enable Elemental and Dingyi time to negotiate and, if terms can be finalised, execute a definitive bid implementation agreement, the parties have agreed to a mutual extension of the exclusivity period to 31 May 2013.

Commensurate with the extension of the exclusivity period, Pala Investments Limited together with John Ian Stalker and Fiducs Limited (an entity controlled by Mr Stalker) (the Supportive Shareholders) have agreed to an extension of their letters of intent with Dingyi until the earlier of signing a mutually agreed pre-bid agreement or 31 May 2013. Each Supportive Shareholder has authorised Elemental to include this paragraph in this announcement.

Further details of the exclusivity and cost reimbursement deed between Elemental and Dingyi and the arrangements between Dingyi and the Supportive Shareholders are outlined in Elemental's announcement on 12 April 2013.

Conclusion

The Board of Elemental looks forward to continuing to work closely with Dingyi over the coming weeks to progress the Proposal.  The market will be kept informed of developments and the Board remains committed to optimising value for shareholders and will continue to act in their best interests as the negotiations progress. There can be no guarantee that these negotiations will result in a binding transaction.

About Elemental Minerals

Elemental Minerals Limited is an advanced mining exploration and development company that aims to grow shareholder value through its 93%-owned Sintoukola Potash Project on the Republic of Congo coastline.  Elemental Minerals is dual listed on the Australian Stock Exchange and the Toronto Stock Exchange under the symbol ELM. For more information, visit www.elementalminerals.com.

Forward Looking Statements

No representation or warranty, express or implied, is made or given by or on behalf of the Company or any of their subsidiary undertakings or any of the directors, officers or employees of any such entities as to the accuracy, completeness or fairness of the information or opinions contained in this Release and no responsibility or liability is accepted by any person for such information or opinions.  In furnishing this Release, the Company does not undertake or agree to any obligation to provide the attendees with access to any additional information or to update this Release or to correct any inaccuracies in, or omissions from, this Release that may become apparent. The information and opinions contained in this Release are provided as at the date of this Release. The contents of this Release are not to be construed as legal, financial or tax advice. Each prospective investor should contact his, her or its own legal adviser, independent financial adviser or tax adviser for legal, financial or tax advice.

www.elementalminerals.com

SOURCE: Elemental Minerals Limited

Iain Macpherson
Chief Executive Officer
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[email protected]

Ian Stalker
Non-Executive Director
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[email protected]

Ilja Graulich
Investor Relations Manager
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[email protected]

Johannesburg Office: [phone]