Update on Takeover Offer for World Titanium Resources

ASX, AIM and Media Release 15 January 2015 BASE RESOURCES LIMITED Update on Takeover Offer for World Titanium Resources Limited Base Resources Limited (ASX & AIM: BSE) ("Base") advises that its off-markettakeover offer ("Offer") for World Titanium Resources Limited (ASX:WTR) ("WorldTitanium") dated 6 January 2015 is best and final. The Offer Price will not be increased and the Offer will close at 7.00pm (WST)on 6th February 2015 and will not be extended unless all remaining Conditionsof the Offer are fulfilled or waived prior to that time, or the Offer issubject to an automatic extension under the Corporations Act. On 5 January 2015, World Titanium announced that it had secured bindingundertakings to not accept the Offer from World Titanium shareholders withcombined holdings exceeding 60%. Following discussions with key World Titaniumshareholders, we have concluded that the Offer is now unlikely to succeedunless there is a significant change in circumstances. Base will continue to explore and pursue alternative growth options. A full PDF version of this announcement is available at the Company's website:www.baseresources.com.au. ENDS For further enquiries contact: Base Resources LimitedTim CarstensManaging DirectorPhone: +61 (0)8 9413 7400 RFC Ambrian Limited (Nominated Adviser and Broker)As Nominated Adviser As BrokerAndrew Thomson or Trinity McIntyre Jonathan WilliamsPhone: +61 (0)8 9480 2500 Phone: +44 20 3440 6800 Africapractice (East Africa) (Kenyan Media Relations)David Maingi/ James Njuguna/Joan KimaniPhone: +254 (0)20 239 6899Email: [email protected] Tavistock Communications (UK Media Relations)Jos Simson / Emily Fenton / Nuala GallagherPhone: +44 (0) 207 920 3150 Cannings Purple (Australian Media Relations)Michael Vaughan / Warrick HazeldineEmail: [email protected]@canningspurple.com.auPhone: +61 (0)8 6314 6300 Corporate Details: Board of Directors:Andrew King Non-Executive ChairmanTim Carstens Managing DirectorColin Bwye Executive DirectorSam Willis Non-Executive DirectorMichael Anderson Non-Executive DirectorMike Stirzaker Non-Executive DirectorMalcolm Macpherson Non-Executive DirectorWinton Willesee Company Secretary Principal & Registered Office: Contacts:Level 1 Email: [email protected] Kings Park Road Phone: +61 (0)8 9413 7400West Perth Fax: +61 (0)8 9322 8912WA 6005