DART MINING NL

Offer Document Non-Renounceable Rights Issue DART MINING NL

ACN 119 904 880

Date: 28 May 2015

This offer is for non-renounceable pro rata offer of 1 share for every 2 shares held at an issue price of $0.02 per share

Rights Issue Closing Date: 26 June 2015

You should read this document to ascertain whether you are an Eligible Shareholder. This document contains important information and requires your immediate attention. You should read this document in its entirety together with the instructions on the accompanying Entitlement and Acceptance Form regarding your entitlement. If you have any questions about the offer contained in this document or any other matter, you should consult your stockbroker, accountant or other professional advisor.

Chairman’s Letter

28 May 2015

Dear Shareholder

Capital Raising

On 27 May 2015 Dart announced that it will be undertaking non-renounceable pro-rata Entitlement Offer offering shareholder the right to subscribe for 1 share for every 2 shares held at an issue price of $0.02 (two cents) per share ( Rights Issue ). The Rights Issue if fully subscribed will raise $2.43 million.

Upon announcing the Rights Issue I stated “ Having achieved Project Definition at PFS level of Dart’s current key asset the Unicorn Molybdenum, Copper, Silver, Zinc Project funding is necessary to maintain steady, methodical progress of refinement and enhancement of Unicorn Project’s elements critical to ensure that as the commodity cycle turns positive, Dart and the Unicorn Project are at the stage of being ready to take full advantage of the upturn.

This is a massive milestone for the Company delivering significant benefits to Dart and considerably exceeding market expectations”.

The issue price is the same as the closing price on 22 May 2015, being the last trading day prior to the request for a trading halt by the Dart Board. While it is not unusual a volume weighted average price (VWAP) over a variety of periods to be applied with the result proposed as a discount to market close, trade in DTM has been relative low so as to make such a proposal in the Board’s view unrepresentative of value.

Eligible Shareholders may subscribe for all or part of your rights entitlement determined as at 7.00 pm (AEST) on 2 June 2015. The Rights Issue is only open to shareholders whose registered address is in Australia or New Zealand.

The Offer Document includes important information about the Rights Issue including key dates, how to apply for all or part of your entitlement and other important details relating to the Rights Issue. Accompanying the Offer Document is a personalised Entitlement and Acceptance Form that sets out your rights entitlement that you must complete in order to apply for your entitlement. The instructions are on the Form and in the Offer Document.

I recommend that you read this booklet carefully in its entirety and review Dart’s ASX announcements regarding the Rights Issue and generally, before deciding whether or not to participate.

On behalf of the Board of Dart, I invite your participation in the Rights Issue and thank you once again for your continued support. Your current Board has shown the courage to meet technical challenges, achieve breakthrough solutions, to apply mining and commercial experience and to act diligently on behalf of all shareholders.

Yours faithfully

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Bruce J Paterson Chairman

SECTION 1 - IMPORTANT INFORMATION

About this document

This Offer Document is dated 28 May 2015 and is issued in accordance with Section 708AA of the Corporations Act. Section 708AA allows qualifying entities to make an offer of securities without the need to issue a prospectus. Accordingly, this Offer Document is not a prospectus and does not contain all of the information that an investor may expect to see in a prospectus. This document has not been, nor is it required to be, lodged with the Australian Securities and Investments Commission.

This Offer Document is open only to persons residing in Australia and New Zealand.

Eligible Shareholders should read this Offer Document in its entirety. By signing the Eligibility and Acceptance Form or paying the Subscription Moneys you acknowledge that you have read and understood this Offer Document.

No representations

No person is authorised to give any information or to make any representation in connection with the Rights Issue that is not specifically contained in this Offer Document. This Offer Document does not constitute the provision of financial product advice.

Future Performance and Forward Looking Statements

Neither Dart nor any other person warrants or guarantees the future performance of the New Shares or any investment made under this Offer Document. Forward looking statements, opinions and estimates provided in the Offer Document are based on assumptions and contingencies which are subject to change without notice, as are statements about market and industry trends, which are based on interpretations of current market conditions.

Forward looking statements including projections, guidance on future earnings and estimates are provided as a general guide only and should not be relied on as an indication or guarantee of future performance. They are subject to known and unknown risks, uncertainties and assumptions, many of these are outside the control of Dart and the Board which could affect actual results, performance or achievements expressed or implied by forward looking statements in this Offer Document.

SECTION 2 – DETAILS OF THE OFFER

2.1 Overview of the Offer

The Rights Issue is an offer of 1 ordinary fully-paid share for every 2 shares held at an issue price

of $0.02 per share.

As at the date of this Offer Document, the Company has 243,257,982 fully paid ordinary shares on Issue.

The following table sets out an overview of the Rights Issue.

Ratio	1 for 2
Issue Price	$0.02 per share
Total to be raised under offer	$2,432,580
Total No of Shares to be issued	121,628,991 fully paid ordinary shares
Total Shares on issue after completion of rights issue (fully subscribed basis)	364,886,973 fully paid ordinary shares

2.2 Terms attaching to the Offer

This is a non-renounceable rights issue. As a non-renounceable rights issue you are not permitted to assign, sell or otherwise dispose of your rights under this Rights Issue to any other person. Accordingly, there will be no trading of rights on the ASX. Eligible Shareholders who do not take up their entitlement under the Rights Issue by the Closing Date, will lose their entitlement to participate in the Rights Issue and their Shares under entitlement will form part of the Shortfall Shares. The New Shares offered are fully paid ordinary shares that will rank pari passu with all other fully paid ordinary shares on issue.

2.3 Timetable

(a) Announcement of Rights Issue	27 May, 2015
(b) Shares trade ex-entitlements	29 May 2015
(c) Record Date	2 June 2015
(d) Dispatch of Offer Document together with Entitlement & Acceptance Form	5 June 2015
(e) Opening Date	9 June 2015
(f) Closing Date	26 June 2015

(g) Date for notifying ASX of any Shortfall	1 July 2015
(h) Expected date for allotment of Share and dispatch of statements	3 July 2015
(i) Expected date for New Shares to commence trading on ASX	6 July 2015

2.4 Use of Funds

Capital raised under the Rights Issue will be used to:

Continue to methodically move the Unicorn Project toward development status for timely decision on financing and construction as the commodity cycle moves positive, including detailed oxide processing, mine design, pre-concentration testing, and environment approval and compliance;
Market the Unicorn Project Information Memorandum internationally to substantial long-term framework investors;
Market joint venture interests in Dart’s exploration tenements/prospects, both in base metal, porphyry and gold opportunities;
Promote Dart and all of its assets and potential in the domestic and foreign markets;
Examine opportunities to add value to Dart by applying the Company’s proven technical and commercial skills and experience to suitable resource assets;
Implement a group structure suitable and appropriate to deal with joint venture assets, project feasibility studies and ultimately marketing of production; and
Ensure that Intellectual Property of the Group is maintained and all rights including financial incentives via Research & Development receipts are defended.

A consolidated balance sheet before and after the Rights Issue is set out in section 3.

2.5 ASX Listing Rules

As this offer, constitutes a pro rata offer to existing Shareholders, Shareholder approval under ASX Listing Rule 7.1 is not required, nor is the amount raised under this Rights Issue counted towards the 15% threshold for ASX Listing Rule 7.1 as the offer is an exception to the 15% threshold pursuant to ASX Listing Rule 7.2 Exception 1.

Separate shareholder approval for the purposes of ASX Listing Rule 10.10 (issues of securities to related parties) is not required as an issue to a related party pursuant to an underwriting agreement is an exception to the requirement to obtain shareholder approval (ASX Listing Rule 10.11 Exception 1).

SECTION 3 - EFFECT OF OFFER ON DART

The proposed use of capital raised under the Rights Issue is outlined at section 2.4.

Consolidated balance sheet showing before and after rights issue

	Audit Review 31 December 2014 A$’000	Pro-forma Including Rights Issue A$’000
Total Current Assets	2,944	5,377
Total Non-Current Assets	8,278	8,278
Total Assets	11,222	13,655
Total Current Liabilities	541	541
Total Non-Current Liabilities	1	1
Total Liabilities	542	542
Net Assets	10,680	13,113

The pro-forma balance sheet set out above has been prepared for illustrative purposes to show the pro-forma impact on Dart’s audit review consolidated balance sheet as at 31 December 2014 of:

(a) Gross proceeds of the Rights Issue of $2.433 million

The pro-forma balance sheet has been prepared using the following assumptions:

(a) The pro-forma information has been prepared using the accounting policies of Dart
(b) The pro-forma balance sheet is not represented as being indicative of Dart’s views on its future financial position. The pro-forma balance sheet is presented on the assumption that the Rights Issue took place on 31 December 2014 and, except as stated in the pro-forma adjustments, does not take account of the financial performance, cash flows or other movements in balance sheet items of Dart Mining for the period from 31 December 2014 to the date of this Information Booklet.

SECTION 4 - COMPANY BACKGROUND

Dart is a base metals molybdenum, copper, silver and gold explorer with extensive tenements in the Corryong – Bright area region of north-eastern Victoria. The Company is focused on porphyry related mineralisation and reef type quartz containing sulphide and/or gold. Application of experience and a determined approach to metallurgical, mining and processing has resulted in a significant turnaround for Dart’s key project the Unicorn, Molybdenum, Copper, Silver, Zinc Project which 18 months ago was virtually abandoned by the previous Board,

Project Definition Study results released on 27 May 2015 demonstrate a business case in which;

Unicorn can operate as a 10 million tonnes per annum (Mtpa) open pit mine with, preconcentration milling of 2Mtpa;
the capital requirement has been reduced to less than $200 million;
on prudent price forecasts, Unicorn is forecast to deliver an approximate 3 year payback and a pre-tax 20% internal rate of return (IRR) over a 20+ years of mine life; and

there is investment readiness to attract substantial long-term commodity consumers and project investor /developers.

Dart’s exploration commitment and its Research and Development effort has identified what is a new prospective porphyry – base metals / province and worked toward farm-out packaging of Dart’s north-eastern Victorian tenements – both gold and base metals designed to share costs and to boost regional exploration.

SECTION 5 – ELIGIBILITY AND ALLOTMENT POLICIES

5.1 Eligible Shareholders

Entitlement to participate in the Rights Issue is determined as at the Record Date. Only Shareholders with registered addresses in Australia or New Zealand are eligible to participate. Eligible Shareholders wishing to accept their entitlement in part or in full should refer to Section 5 of this Offer Document for full instructions.

There is no obligation on Shareholders to participate in the Rights Issue.

5.2 Ineligible Shareholders

In accordance with ASX Listing Rule 7.7, Shareholders with registered addresses outside Australia or New Zealand at the Record Date are not eligible to participate in the Rights Issue as the Company believes that it is unreasonable to make the Rights Issue to these Shareholders having regard to the small number of such Shareholders, the small number and value of New Shares that would be offered to them and the cost of complying with the securities legislation in those foreign jurisdictions. Accordingly, the New Shares to which any Ineligible Shareholders would otherwise be entitled will form part of the Shortfall.

5.3 Shortfall Shares

Eligible shareholders who accept their full entitlement may apply for the Shortfall Shares. The terms applicable to an application for Shortfall Shares are identical to the terms set out in this Offer Document.

There is no assurance that Shareholders who apply for Shortfall will be allocated their full application of Shortfall Shares, as the allocation of Shortfall Shares is at the discretion of the Directors. Shareholders may be issued with less (or none) of the Shortfall Shares applied for. In such instances, the Company will refund any surplus funds (without interest).

Eligible Shareholders wishing to apply for Shortfall Shares should do so on the Entitlement and Acceptance Form. Shareholders are bound to accept a lesser number of Shortfall Shares as determined by the Company. An application for Shortfall Share must be for a minimum of $200. The Company reserves the right to place any Shortfall to non-related parties within three months of the Closing Date in accordance with the ASX Listing Rules.

5.4 Allotment and Allocation Policy

All Eligible Shareholders who accept their entitlements will be allotted their New Shares. Holding or confirmation statements in relation to the New Shares will be despatched to Shareholders as soon as possible after allotment.

Holding statement will be issued through CHESS. Shareholders who are issuer sponsored will be sent a holding statement by the Share Registry. Holding statements will set out the number of New Shares allotted under the Offer Document and provide details of a Shareholder’s Holder Identification Number (for CHESS) or Shareholder Reference Number (for issuer sponsored Shareholders). It is the responsibility of Shareholders to confirm the number of New Shares allotted to them prior to trading on ASX.

5.5 Application for Quotation of the New Shares

The Company has applied to ASX for official quotation of the New Shares to be issued under the Rights Issue. The fact that ASX may grant official quotation to the New Shares is not to be taken in any way as an indication by ASX as to the merits of the Company or the New Shares.

5.6 Withdrawal of Offer

The Directors reserve the right not to proceed with the Rights Issue at any time before the issue of the New Shares. If the Rights Issue does not proceed, the Company will return all Application Monies without interest as soon as practicable after giving notice of its withdrawal.

5.7 Enquiries

Shareholders with questions on how to complete the Entitlement and Acceptance Form should contact the Share Registry on 61 1300 554 474.

SECTION 6 - HOW TO ACCEPT THE OFFER

6.1 Entitlement and Acceptance Form

An Eligible Shareholder’s entitlement will be set out in the Entitlement and Acceptance Form which sets out:

the number of Shares held by them at the Record Date;
the number of New Shares available to them under their entitlement; and
the amount payable upon full acceptance of their entitlement.

Eligible Shareholders wishing to accept all or part of the Rights Issue must complete and lodge an original Entitlement and Acceptance form together with the Application Moneys with the Share Registry. Instructions for completion are included below and on the Entitlement and Acceptance Form.

6.2 Payments and acceptance

The method of acceptance of the Rights Issue will depend on your method of payment, being either:

(a) by BPAY; or

(b) by cheque, bank draft or money order.

Payment by BPAY

For payment by BPAY, please follow the instructions on the Entitlement and Acceptance Form (which includes the Biller Code and your unique CRN). You can only make a payment via BPAY if you are the holder of an account with an Australian financial institution that supports BPAY transactions.

Please note that if you choose to pay by BPAY: (a) you do not need to submit the personalised Entitlement and Acceptance Form but are taken to have made the declarations on that Form; and (b) if you do not pay for your full Entitlement, you are deemed to have taken up your Entitlement in respect of such whole number of New Shares which is covered in full by your Application Monies.

It is your responsibility to ensure that your BPAY payment is received by the Registry by no later than 5.00 pm (AEST) on the Closing Date of 26 June 2015. You should be aware that your financial institution may implement earlier cut-off times with regards to electronic payment and you should take this into consideration when making payment.

Any Application Monies received for more than your final allocation of New Shares will be refunded to you. No interest will be paid on any Application Monies received or refunded.

Payment by cheque, bank draft or money order

For payment by cheque, bank draft or money order, you should complete your Entitlement and Acceptance Form in accordance with the instructions set out on that Form and return the Form accompanied by a cheque, bank draft or money order in Australian currency for the amount of the Application Monies, payable to "Dart Mining NL" and crossed "Not Negotiable".

Your cheque, bank draft or money order must be:

(a) for an amount equal to $0.02 (2 cents) multiplied by the number of New Shares that you are applying for; and
(b) in Australian currency drawn on an Australian branch of a financial institution.

You should ensure that sufficient funds are held in relevant account(s) to cover the Application Monies. If the amount of your cheque for Application Monies (or the amount for which the cheque clears in time for allocation) is insufficient to pay in full for the number of New Shares you have applied for in your Entitlement and Acceptance Form, you will be taken to have applied for such lower number of whole New Shares as your cleared Application Monies will pay for (and to have specified that number of New Shares on your Entitlement and Acceptance Form). Alternatively, your Application will not be accepted.

Any Application Monies received for more than your final allocation of New Shares will be refunded. No interest will be paid on any Application Monies received or refunded.

Cash payments will not be accepted. Receipts for payment will not be issued.

6.3 Mail

The Rights Issue closes at 5.00 pm (AEST) on the Closing Date. To participate in the Rights Issue, your payment must be received no later than this time on that date. Eligible Shareholders who make payment via cheque, bank draft or money order should mail their completed Entitlement and Acceptance Form together with Application Monies using the reply paid envelope provided with this Offer Document, to:

Dart Mining NL C/- Link Market Services Limited GPO Box 3560 Sydney NSW 2001

If you would like to hand deliver your completed application and cheque, the address is:

Dart Mining NL c/- Link Market Services Limited 1A Homebush Bay Drive Rhodes NSW 2138 (Please use the above address for mailing purposes)

6.4 Partial Acceptance

Shareholders who wish to accept part only of their entitlement, should indicate on the accompanying Entitlement and Acceptance Form the number of New Shares they wish to accept and the appropriate Application Monies (calculated at $0.02 per New Share accepted). Shareholders must send the completed Entitlement and Acceptance Form with a cheque for the application monies to the Share Registry by the Closing Date per Section above. Eligible Shareholders who do not take up their full allocation will have their shareholding diluted.

6.5 Non-Participation

Shareholders are not obliged to take up their entitlement, either in full or in part. In such circumstances, Eligible Shareholders are not required to take any action.

Eligible Shareholders who do not take up their full allocation will have their shareholding diluted.

6.6 Shortfall Shares

Shortfall Shares will be first offered to Eligible Shareholders who accepted their full entitlement. SECTION 7- RISK FACTORS

7.1 Introduction

In addition to the general risks attached to any investment in Shares or other securities, there are a number of industry specific and wider market risks that may affect the future operating and financial performance of the Company and the value of Shares in the Company.

An investment in the Company and Shares offered under this Rights Issue carry no guarantee with respect to the payment of dividends, return of capital or market value of the Shares. If you are in doubt about investing in Shares, you should contact your stockbroker, financial planner, accountant, lawyer or other professional adviser prior to making any decision to subscribe for Shares in the Company.

7.2 Key Risks

(a) Overview

Set out below are some of the important business risks relevant to an investment in Dart. In addition, Dart is exposed to risks relevant to many businesses, including increasing competition, information systems failure risk and protection of intellectual property. This section is intended to be a concise summary of the key risks to Dart’s business – not an exhaustive list of all possible risks.

References to Dart in this Section include its subsidiaries.

(a) Risks Associated With Dart

(i) Dependence upon Key Personnel

Dart depends on the talent and experience of its management and staff. It is essential that appropriately skilled management personnel and staff be available in sufficient numbers to maintain the good standing and diversity of Dart’s business. Any departure of key management or staff may have a negative effect on Dart.

The company has received a Section 249D Notice from Rimered Super Fund which requests a general meeting to appoint Luke Robinson, James Chirnside and Russell Simpson as directors and to remove Bruce Paterson, Dr John Cottle and Robert Hogarth as directors. The General Meeting to consider these resolutions has been scheduled for 18 June 2015.

(ii) Exploration

The mineral tenements of the Company are at various stages of exploration and potential hence investors should understand that mineral exploration and development are high-risk undertakings. There can be no assurance that exploration of the tenements currently held by the Company, or any other tenements that may be acquired in the future by the Company, will result in the discovery of an economic mineral deposit.

(iii) Tenement title

Continuing title to tenements is conditional upon the Company meeting the requirements under which the tenement title is granted. Failure to meet those requirements places the Company’s ongoing rights to that title and therefore the tenement at risk.

(b) General risks

(i) Investment risks

Factors affecting the price at which the Shares are traded on ASX could include domestic and international economic conditions. In addition, the prices of a listed entity’s securities are affected by factors that might be unrelated to its operating performance, such as general market sentiment.

(ii) Funding risk

Dart’s ability to continue its current operations and effectively implement future business plans may depend on its ability to raise additional funds. There is no guarantee that equity or debt funding will be available to Dart on favourable terms or at all or that, when an existing facility expires or is otherwise terminated (e.g. due to an event of default), Dart will be able to refinance that debt facility on reasonable terms. An inability to raise additional funds or refinance existing facilities may have a material adverse effect on Dart’s operating and financial performance.

(iii) Macroeconomic risks

Dart’s operational and financial performance is affected by the Australian and international economies and, in particular, the minerals exploration market within those economies. General and business conditions, inflation, interest rates, monetary and fiscal policy, political circumstances and currency exchange rates are all matters which may affect Dart’s operating and financial performance.

(iv) Taxation risks

A change to the current taxation regime in Australia may affect Dart and its shareholders.

(v) Research and Development Grant

A change to the current research and development grant regime in Australia may affect Dart and its shareholders. The grants received to date may be subject to review by AusIndustry and subsequent claw back of funds should there be a determination of non-conforming claims.

(vi) Accounting standards

Australian accounting standards are set by the Australian Accounting Standards Board (AASB) and are outside Dart’s control. Changes to accounting standards issued by AASB could materially adversely affect the financial performance and position reported in Dart’s financial statements.

(vii) Regulation

Unfavourable changes to the regulatory environment for mining either in Australia or overseas markets in which Dart operates may affect Dart’s profitability or prospects.

(viii) Operating Technical Risks

The operations of the Company may be affected by various factors, including failure to locate or identify mineral deposits, failure to achieve predicted grades in exploration or mining, operational and technical difficulties encountered in mining, difficulties in commissioning and operating plant and equipment, mechanical failure or plant breakdown, unanticipated metallurgical problems which

may affect extraction costs and recovery, adverse weather conditions, industrial and environmental accidents, industrial disputes and unexpected shortages or increases in the costs of consumables, spare parts, plant and equipment.

(ix) Environmental Risks

The operations and proposed activities of the Company are subject to both Australian State and Federal laws concerning the environment. As with most exploration projects and mining operations, the Company’s activities are expected to have some form of impact on the environment, particularly if advanced exploration or mine development proceeds.

It is the Company’s intention to conduct its activities to the highest standard of environmental obligation, including compliance with all environmental laws. Nevertheless, there are certain risks inherent in the Company’s activities including accidental leakages, spills, or other unforeseen circumstances which could subject the Company to extensive liability.

(x) Health and Safety Risks

As with most exploration projects and mining operations, the Company’s activities involve the use of heavy equipment in remote and rugged terrain and extensive road travel. The Company conducts its activities to the highest standard of health and safety for its employees, contractors and the public, including compliance with all health and safety laws. Nevertheless, there are certain risks inherent in the Company’s activities including equipment failure and vehicle accidents, or other unforeseen circumstances that could subject the Company to extensive disruption and liability.

(xi) Additional Requirements for Capital

The Company’s capital requirements depend on numerous factors. Depending on the Company’s ability to generate income from its operations and other acquisition opportunities, the Company will most likely require further financing in addition to amounts raised under this capital raising. Any additional equity financing will dilute shareholdings and debt financing, if available, may involve restrictions on financing and operating activities. If the Company is unable to obtain additional financing as needed, it may be required to reduce the scope of its operations or scale back its exploration programmes as the need arises.

(xii) Investment Speculative

The above list of risk factors ought not to be taken as exhaustive of the risks faced by the Company or by investors in the Company. The above factors, and others not specifically referred to above, may in the future materially affect the financial performance of the Company and the value of the securities offered under this offer document. Therefore, the securities to be issued pursuant to this offer document carry no guarantee with respect to the payment of dividends, returns of capital or the market value of those securities.

Potential investors should consider that the investment in the Company is speculative and should consult their professional adviser before deciding whether to apply for securities pursuant to this Rights Issue.

7.3 Market for Shares

No assurance can be given that an active market will exist in the Shares or that the Shares will trade at or above the price set out in this Offer Document after the Shares have been issued.

7.4 Share Market Volatility

Regardless of the performance of the Company, the day to day performance of the share market and general share market conditions may affect the Company and the price at which Shares trade on a share market such as the ASX. The share market has in the past and may in the future be affected by a number of matters

SECTION 8 - OTHER INFORMATION

8.1 Privacy

As a Shareholder, Dart and the Share Registry have already collected certain personal information from you. If you apply for New Shares, Dart and the Share Registry may update your personal information or collect additional personal information. Such information will be used to assess your Application, service your needs as a Shareholder, provide facilities and services that you request and carry out appropriate administration. Company, tax law and Anti-money laundering laws requires some of the information to be collected. If you do not provide the information requested, your application may not be able to be processed efficiently, if at all.

Dart and the Share Registry may disclose your personal information for purposes related to your shareholding, to certain agents and service providers as authorised under the Privacy Act. Under the Privacy Act, you may request access to your personal information held by (or on behalf of) Dart or the Share Registry. If Dart or the Share Registry’s record of your personal information is incorrect or out of date, it is important that you contact the Share Registry so that your records can be corrected.

8.2 Taxation

There may be tax implications associated with participating in the Rights Issue. You should consult your professional tax adviser in connection with the Rights Issue.

8.3 Publicly Listed Information

As Dart is a listed entity, it is required to meet the disclosure obligations in the Corporations Act and the ASX listing rules. Key recent disclosures and date of release include:

Unicorn Long Term Value Redefined by Mining and Processing Breakthrough (27 May 2015)
Rights Issue (27 May 2015)
Chairman’s letter - General Meeting (15 May 2015)
Notice of General Meeting (15 May 2015)
Section 249D Notice (11 May 2015)

Quarterly Activities Report for the period ending 31 March 2015
Quarterly Cash Flow Report for period ending 31 March 2015
Half Yearly Report & Accounts for period ending 31 December 2014
Quarterly Activities Report for period ending 31 December 2014
• Dart Mining Sets Up For A Definitive Year (27 January 2015) • Immediate Exploration Success (15 December 2014) • AGM Post Meeting Panel Discussion (20 November 2014)
AGM Chairman's Address (20 November 2014)
Orion Opts for Status Quo (31 October 2014)
Quarterly Cash Flow Report for period ending 30 September 2014
• 2014 Annual Report
Appointed Manager, Unicorn PFS Project (22 September 2014)
• Unicorn EES Studies Commissioned (15 September 2014)
Unicorn in Game Changing Turnaround (11 September 2014)
• $1.085 M Placement (3 September 2014) • Quarterly Activities Report for period ending 30 June 2014 • Unicorn Reborn (30 July 2014)

Defined Terms

The following definitions apply throughout this Offer Document:

(a) AEST means Australian Eastern Standard Time;
(b) Application Moneys means the amount to be paid for each New Share subscribed for being $0.02 per New Share;
(c) ASIC means the Australian Securities and Investments Commission;
(d) ASX means ASX Limited ABN 84 119 904 880;
(e) CHESS means ASX Clearing House Electronic Sub-register System;
(f) Closing Date 26 June 2015;
(g) Company means Dart Mining NL ACN 119 904 880;
(h) Director means a director of the Company;
(i) Eligible Shareholder means a Shareholder with a registered address in Australia or New Zealand;
(j) Listing Rules means the Listing Rules of the ASX;
(k) New Shares means Shares issued pursuant to the Offer (including where applicable, any Shortfall Shares)
(l) Rights Issue is defined in section 2;
(m) Record Date means 2 June 2015;
(n) Share means a fully paid ordinary share in the Company;
(o) Shareholder means a holder of Shares in the Company;
(p) Share Registry means Link Market Services Limited ;
(q) Shortfall Shares means any Shares offered to Eligible Shareholders which have not been validly accepted by the Closing Date;
(r) $ or A$ means Australian dollars. All amounts in this Offer Document are in Australian dollars unless otherwise stated.