MINERAL COMMODITIES LTD — Capital/Financing Update 2013

Sep 5, 2013

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Mineral Commodities Ltd

ABN 39 008 478 653

40 Murray Road North Welshpool WA 6106, Australia PO Box 235, Welshpool DC WA 6986, Australia Telephone: 61 8 6253 1100 Facsimile: 61 8 9258 3601 Email: info@mncom.com.au Web: www.mncom.com.au

4
September
2013

Dear
Shareholder

**Mineral

Commodities
Limited
-­
non-­renounceable
entitlement
issue**

As
announced
on
4
September
2013,
Mineral
Commodities
Limited
(ACN
008
478
653)
( MRC )
is undertaking
a
1
for
4
non-­‐renounceable
entitlement
issue
( Entitlement
Issue
or
Offer )
of approximately
80,988,335
fully
paid
ordinary
shares
( New
Share )
to
raise
approximately
$6,479,066. The
price
of
New
Shares
under
the
Offer
is
$0.08
each
( Issue
Price ).
The
Company
lodged
a
prospectus for
the
Offer
( Prospectus )
with
ASIC
and
ASX
on
4
September
2013.

The
Offer
is
fully
underwritten
by
Zurich
Bay
Holdings
Pty
Ltd
(ACN
009
422
093)
and
Au
Mining Limited,
a
company
incorporated
in
the
British
Virgin
Islands
( Underwriters ).
The
Company
must
pay each
of
the
Underwriters
an
underwriting
fee
of
$98,941.68.
The
Company
must
also
reimburse
the Underwriters
for
costs
incidental
to
the
Offer.

The
purpose
of
the
Offer
is
to
raise
up
to
$6,479,066.

The
funds
raised
from
the
Offer
are
planned
to
be
used
in
accordance
with
the
table
set
out
below:

Item	Proceeds of the Offer	Full Subscription ($6,479,066)	%
		($)
1	Costs to complete construction of the facilities at the Tormin Project	2,000,000	30.87%
2	Costs to complete commissioning of the facilities at the Tormin Project	3,000,000	46.30%
3	Expenses of the Offer1	244,669	3.77%
4	Working capital	1,234,397	19.06%
	Total	6,479,066	100%

Notes:

1. Refer
   to
   section
   4.9
   of
   the
   Prospectus
   for
   further
   details
   relating
   to
   the
   estimated
   expenses
   of
   the Offer.

2. As
   previously
   disclosed,
   the
   previous
   capital
   raising
   undertaken
   by
   the
   Company
   was
   sufficient
   to fund
   the
   construction
   of
   the
   plant
   for
   the
   Tormin
   Project.
   With
   the
   passage
   of
   time,
   funds
   were required
   for
   general
   working
   capital
   which
   has
   resulted
   in
   the
   need
   to
   replenish
   those
   funds
   so that
   construction
   can
   be
   completed.

The
above
table
is
a
statement
of
current
intentions
as
of
the
date
of
the
Prospectus.
As
with
any budget,
intervening
events
(including
the
interference
of
weather
or
strikes,
or
the
failure
of

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Contractors)
and
new
circumstances
have
the
potential
to
affect
the
manner
in
which
the
funds
are ultimately
applied.
The
Board
reserves
the
right
to
alter
the
way
funds
are
applied
on
this
basis.

The
Offer
is
being
made
to
all
shareholders
of
the
Company
( Shareholders )
named
on
its
register
of members
at
5pm
(WST)
on
13
September
2013,
whose
registered
address
is
in
Australia
or
New Zealand.

New
Shares
will
rank
equally
with
all
fully
paid
ordinary
shares
in
the
capital
of
the
Company ( Shares )
already
on
issue.

Following
completion
of
the
Offer,
the
Company
will
have
issued
approximately
80,988,335
New Shares
resulting
in
total
Shares
on
issue
of
approximately
404,941,678.

A
copy
of
the
Prospectus
is
available
on
ASX’s
and
MRC’s
website.
Eligible
Shareholders
will
be mailed
a
Prospectus
together
with
an
Entitlement
and
Acceptance
Form
no
later
than
19
September 2013.
Your
entitlement
will
be
set
out
on
the
personalised
Entitlement
and
Acceptance
Form accompanying
the
Prospectus.

For
the
purposes
of
calculating
each
Eligible
Shareholders’
entitlement,
fractions
of
entitlements
have been
rounded
down
to
the
nearest
whole
number
of
New
Shares.

**Actions

required
by
Eligible
Shareholders**

There
are
a
number
of
actions
Eligible
Shareholders
may
take:

• You
  may
  wish
  to
  accept
  all
  of
  your
  rights
  to
  subscribe
  for
  New
  Shares
  pursuant
  to
  the Prospectus
  ( Entitlement ).
  To
  take
  up
  all
  or
  some
  of
  your
  Entitlements
  you
  will
  need
  to
  ensure your
  application
  money
  for
  the
  Entitlements
  you
  wish
  to
  take
  up
  is
  received
  by
  Link
  Market Services
  Limited
  ( Share
  Registry )
  by
  no
  later
  than
  5pm
  (WST)
  on
  3
  October
  2013,
  by completing
  and
  returning
  your
  Entitlement
  and
  Acceptance
  Form
  together
  with
  your
  cheque, drawn
  on
  an
  Australian
  bank
  or
  bank
  draft
  made
  payable
  in
  Australian
  currency,
  for
  the
  amount indicated
  on
  the
  Entitlement
  and
  Acceptance
  Form
  or
  making
  a
  payment
  by
  BPAY
  in
  accordance with
  the
  instructions
  on
  your
  Entitlement
  and
  Acceptance
  Form.

• You
  may
  wish
  to
  accept
  part
  of
  your
  Entitlement.
  To
  take
  up
  part
  of
  your
  Entitlement
  you
  will need
  to
  ensure
  your
  application
  money
  for
  the
  Entitlements
  you
  wish
  to
  take
  up
  is
  received
  by the
  Share
  Registry
  by
  no
  later
  than
  5pm
  (WST)
  on
  3
  October
  2013,
  by
  completing
  and
  returning your
  Entitlement
  and
  Acceptance
  Form
  by
  filling
  in
  the
  number
  of
  New
  Shares
  you
  wish
  to accept
  in
  the
  space
  provided
  on
  the
  Entitlement
  and
  Acceptance
  Form
  together
  with
  your cheque,
  drawn
  on
  an
  Australian
  bank
  or
  bank
  draft
  made
  payable
  in
  Australian
  currency,
  for
  the appropriate
  application
  monies
  or
  making
  a
  payment
  by
  BPAY
  in
  accordance
  with
  the instructions
  on
  your
  Entitlement
  and
  Acceptance
  Form
  (at
  $0.08
  per
  New
  Share).

• You
  may
  do
  nothing.
  If
  you
  choose
  to
  do
  nothing
  with
  your
  Entitlements,
  while
  you
  will continue
  to
  hold
  the
  same
  number
  of
  Shares,
  your
  interest
  in
  the
  Company
  will
  be
  diluted
  and you
  will
  receive
  no
  value
  for
  your
  Entitlement.

2

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**Key

dates
for
the
Offer**

Event

Proposed Date

Lodgement of Prospectus with the ASIC Wednesday, 4 September 2013 Lodgement of Prospectus & Appendix 3B with ASX Wednesday, 4 September 2013 Notice sent to Optionholders Pre-trade, 5 September 2013 Notice sent to Shareholders Friday, 6 September 2013 Ex date Monday, 9 September 2013 Record Date for determining Entitlements Friday, 13 September 2013 Prospectus sent to Shareholders & Company announces this has been completed Thursday, 19 September 2013 Closing Date Thursday, 3 October 2013 Shares quoted on a deferred settlement basis Friday, 4 October 2013 ASX notified of under subscriptions Wednesday, 9 October 2013 Issue Date Monday, 14 October 2013 Quotation of Shares issued under the Offer Tuesday, 15 October 2013

*The
Directors
may
extend
the
Closing
Date
by
giving
at
least
6
Business
Days
notice
to
ASX
prior
to the
Closing
Date.
As
such
the
date
the
Shares
are
expected
to
commence
trading
on
ASX
may
vary.

If
you
have
any
queries
concerning
the
Entitlement
Issue,
,
or
the
action
you
are
required
to
take
to subscribe
for
New
Shares,
please
contact
your
financial
adviser
or
Peter
Torre,
MRC’s
Company Secretary,
on
+61
8
6253
1100.

Yours
sincerely

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Peter
Torre Company
Secretary MINERAL
COMMODITIES
LIMITED

3