Consorteum Holdings, Inc. (OTCPK: CSRH) signed an agreement to acquire Tarsin Inc. from Tarsin (Europe) Limited for $0.79 million in stock on October 4, 2011. Under the terms of the agreement, Consorteum Holdings will issue 100 million common shares in exchange for 25 million common shares of Tarsin, Inc. Pursuant to the agreement, Tarsin (Europe) Limited further agreed to, on or before December 30, 2011, grant to Consorteum Holdings an exclusive, royalty-free, worldwide perpetual license to use, distribute, and sell its Capsa Mobile Platform technology in consideration for $0.5 million from Consorteum Holdings. Consorteum Holdings is further obligated to provide or procure working capital to Tarsin Inc., $0.75 million no later than January 1, 2012, and an additional $0.5 million no later than June 1, 2012. The transaction was subject to Board approvals of Consorteum Holdings and Tarsin, financial audit of target, governmental approvals and third party approvals. Prior to closing, Consorteum Holdings shall be satisfied that Tarsin, Inc. has a valuation of at least $12 million. Prior to closing Consorteum Holdings shall provide a loan repayment guarantee acceptable to NAT West to guarantee repayment of the outstanding balance owed on the line of credit established by Tarsin LTD and NAT West. On November 4, 2011, Consorteum Holdings, Inc. entered into amendment wherein consideration will now include a total of 24.5 million shares and a cash payment of $3 million as follows: (i) $0.2 million no later than January 30, 2012, (ii) $0.8 million no later than March 31, 2012, (iii) $1 million no later than July 31, 2012, and (iv) $1 million no later than December 31, 2012. Further, Consorteum also paid in full the existing outstanding balance owed by seller on its line of credit established with NAT West in the total amount of $0.09 million. Oswald & Yap acted as legal advisor for Consorteum Holdings, Inc. Consorteum Holdings, Inc. (OTCPK: CSRH) completed the acquisition of Tarsin Inc. from Tarsin (Europe) Limited on January 4, 2012. Consorteum Holdings, Inc. (OTCPK: CSRH) cancelled the acquisition of Tarsin Inc. from Tarsin (Europe) Limited on May 18, 2012. The acquisition was not completed because Consorteum Holdings was unable to provide the necessary financing.