Mount Rommel Mining Ltd (ACN 005 583 031) (the "Company") has, on 14th day May 2009, lodged with the Australian Securities and Investments Commission ("ASIC') an Offer Information Statement (OIS) relating to the intended issue of a new class of shares. The record date to determine member's entitlements is 26 May 2008. The issue is not underwritten.

The Offer of preference Shares contained in this OIS is conditional upon the Members of Mount Rommel approving the terms of issue of the Preference Shares at a meeting of Members of Mount Rommel to be held on 20th June 2009 at the premises of BHM Stainless Group, 28 Lawson Crescent, Thomastown Vic 3074 at 10.30 a.m.

Consquently, the Offer hereby made is a conditional offer and if the meeting does not pass the resolutions put to it then the Issue will not proceed.

The Members will vote with respect to the following-

FOR AN ISSUE OF UP TO 500 CUMULATIVE REDEEMABLE PREFERENCE SHARES ON THE BASIS THAT EACH MEMBER ON THE RECORD DATE TO DETERMINE ENTITLEMENTS TO THE ISSUE WILL BE ENTITLED TO APPLY FOR ONE REDEEMABLE PREFERENCE SHARE AT AN ISSUE PRICE OF $1,000.00 (ONE THOUSAND DOLLARS).   THE ISSUE PROPOSES TO RAISE UP TO $500,000 WITH A MINIMUM SUBSCRIPTION AMOUNT OF $330,000.

SHARES NOT SUBSCRIBED FOR BY MEMBERS MAY BE SUBSCRIBED FOR BY THE PUBLIC UNDER THE SHORTFALL OFFER CONTAINED IN THE OFFER INFORMATION STATEMENT.

THE PREFERENCE SHARES WILL BE LISTED ON NSX AND, SUBJECT TO COMMENCEMENT OF MINING AT MOUNT ROMMEL’S GLENFINE PROJECT, WILL BE REDEEMED OR BOUGHT BACK FROM PRODUCTION OF GOLD FROM THAT PROJECT AT THE RATE OF UP TO TWO (2) OUNCES OF GOLD FOR EACH PREFERENCE SHARE REDEEMED OR BOUGHT BACK.

Potential investors should read the entire OIS and in particular, in considering the prospects for the Company, consider the financial information contained therein and the risk factors that could affect the performance of the Company. Investors should carefully consider these factors in light of personal circumstances (including financial and taxation issues and their personal risk profile) and seek professional advice from an accountant, stockbroker, lawyer or other professional adviser. An investment in the Company's securities should be considered speculative. An OIS under Section 715 of the Corporations Act 2001 (the Act) is not a prospectus and has a lower level of disclosure requirements than a prospectus.

In accordance with section 727(3) of the Act the OIS is subject to an exposure period of seven (7) days from the date of lodgment with ASIC. This period may be extended by ASIC for a further period of up to seven (7) days. The purpose of this exposure period is to enable the OIS to be examined by market participants prior to the raising of funds. If the OIS is found to be deficient, Applications received during the exposure period will be dealt with in accordance with section 724 of the Act.

Both the electronic and paper versions of the OIS being made available during the exposure period will contain a Shortfall Application Form by which applications under the Shortfall Offer may be made.  

Members will receive a personalised Entitlement and Priority Acceptance Form which sets out their entitlement to Shares under the Offer as at the Record Date to determine entitlements to the Offer.  

Applicants must complete either a Priority Acceptance Form or a Shortfall Application Form to make an application for the Preference Shares offered by the OIS.  

Applications received prior to the expiration of the exposure period will not be processed until after the exposure period. No preference will be conferred on Applications received during the exposure period and all Applications received during the exposure period will be treated as if they were simultaneously received immediately following the completion of the exposure period.

Preference Shares will only be issued on the basis of a completed Priority Acceptance Form or completed Shortfall Application Form to be issued with or as accompanies the OIS.

Subsequent to the expiry of the exposure period, a person may obtain a paper copy of the OIS free of charge by contacting the Company.

The Act prohibits any person from passing onto another person any Shortfall Application Form unless it is attached to a hard copy of the OIS or it accompanies the complete and unaltered version of the OIS (whether in paper or electronic form). A person may obtain a hard copy of the OIS free of charge by contacting the Company. The OIS does not constitute an offer or invitation in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. The distribution of the OIS in jurisdictions outside Australia may be restricted by law and persons who come into possession of the OIS should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. No action has been taken to register or qualify the Preference Shares, or otherwise permit a public offering of the Preference Shares, in any jurisdiction outside Australia.

The OIS is provided on the basis that neither the Company nor any director or officer of the Company is liable for any loss or damage incurred or caused as a result of or from accessing or relying on any information downloaded from, or accessed on this site, including, but not limited to, loss and damage arising from data corruption on download.

By clicking the 'Download OIS' button below you confirm that you have read and understood the above statements.

			Download OIS
			Return to Home Page

You will need the adobe acrobat reader to view the Offer Information Statement

Click here to download the Adobe Acrobat Reader.