RECOMMENDED CASH OFFER

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07 June 2007

Not for release, publication or distribution, in whole or in part, in, into or from Australia, New Zealand, Canada or Japan or any Restricted Jurisdiction

Summary

On 20 April 2007, Gem Diamonds Limited (LSE: GEMD) ("Gem Diamonds" or the "Group") made a recommended cash offer (the "Offer") for the entire issued and to be issued share capital of BDI Mining Corp (AIM: BMG) ("BDI Mining") not already owned by Gem Diamonds.

Offer closed at 1.00 p.m. on 6 June 2007

Gem Diamonds has acquired, or received valid acceptances in respect of, 101,882,647 BDI Mining Shares representing approximately 94.7% of the issued BDI Mining Shares

Acceptances received to date will receive settlement consideration on or before 20 June 2007

Acceptances

Gem Diamonds announces that, as at 1.00 p.m. on 6 June 2007, valid acceptances of the Offer had been received in respect of 70,032,647 BDI Mining Shares, representing approximately 65.1% of the issued BDI Mining Shares. Including the 31,850,000 BDI Mining Shares acquired by Gem Diamonds in April and May 2007, Gem Diamonds has acquired, or received valid acceptances of the Offer in respect of, 101,882,647 BDI Mining Shares in aggregate, representing approximately 94.7% of the issued BDI Mining Shares.

The above figures include valid acceptances for all of the BDI Mining Shares for which Gem Diamonds had received irrevocable undertakings and a letter of intent on the day on which the Offer was announced. These irrevocable undertakings and letter of intent to accept the Offer, were at the date of the Offer, in respect of 51,397,157 BDI Mining Shares in aggregate, representing approximately 49.1% of the issued BDI Mining Shares (or 47.8% as at the date of this announcement as a result of issues of shares since the date of the Offer).

Offer Closed and Settlement

The Offer, which remains subject to the terms set out in the Offer Document, was closed at 1.00 p.m. on 6 June 2007 and is no longer capable of acceptance.

Settlement of the consideration to BDI Mining Shareholders or their designated agents who have validly accepted the Offer on or before the date of this announcement will be despatched on or before 20 June 2007.

De-listing and Redemption

BDI Mining has applied for the cancellation of admission to trading of BDI Mining Shares on AIM. It is expected that such cancellation will take effect on 20 June 2007.

BDI Mining has despatched redemption notices to BDI Mining Shareholders who have not accepted the Offer, to redeem compulsorily, at the Offer Price, the remaining BDI Mining Shares in respect of which the Offer has not been accepted.

Defined terms used in this announcement have the same meanings as in the Offer Document dated 20 April 2007.

Enquiries:
Gem Diamonds

Stephen Wetherall
+27 82 418 8735
Angela Parr
+27 83 578 3885

Strata Capital, (Financial Adviser to Gem Diamonds)

Oliver Corner
+44 (0) 20 7399 1102

JPMorgan Cazenove, (Corporate Broker to Gem Diamonds)

Ian Hannam
Jonathan Walker
Neil Passmore
+ 44 (0) 20 7588 2828

BDI Mining

Martin Horgan
+44 (0) 20 7016 5106
Reg Spencer
+61 (0) 448812128

Ruegg & Co, (Financial Adviser to BDI Mining)

Brett Miller>
+44 (0) 20 7584 3663

Strata Capital UK LLP, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Gem Diamonds and no one else in connection with the Offer and this announcement and will not be responsible to anyone other than Gem Diamonds for providing the protections afforded to clients of Strata Capital UK LLP or for providing advice in connection with the Offer or this announcement or any matter referred to herein.

JPMorgan Cazenove Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Gem Diamonds and no one else in connection with the Offer and this announcement and will not be responsible to anyone other than Gem Diamonds for providing the protections afforded to clients of JPMorgan Cazenove Limited or for providing advice in connection with the Offer or this announcement or any matter referred to herein.

Ruegg & Co Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for BDI Mining and no one else in connection with the Offer and this announcement and will not be responsible to anyone other than BDI Mining for providing the protections afforded to clients of Ruegg & Co Limited or for providing advice in connection with the Offer or this announcement or any matter referred to herein.

This announcement is for informational purposes only and does not constitute an offer to sell or invitation to purchase any securities or the solicitation of any vote for approval in any jurisdiction, nor shall there be any sale, issue or transfer of the securities referred to in this announcement in any jurisdiction in contravention of applicable law. The Offer will be made solely by the Offer Document and the Form of Acceptance accompanying the Offer Document, which will contain the full terms and conditions of the Offer, including details of how the Offer may be accepted.

The Offer will not be made, directly or indirectly, in, into or from a Restricted Jurisdiction where to do so would violate the laws in that jurisdiction, and the Offer is not capable of acceptance from or within a Restricted Jurisdiction. Accordingly, copies of this announcement and all documents relating to the Offer are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in, into or from a Restricted Jurisdiction where to do so would violate the laws in that jurisdiction, and persons receiving this announcement and all documents relating to the Offer (including custodians, nominees and trustees) must not mail or otherwise distribute or send them in, into or from such jurisdictions as doing so may invalidate any purported acceptance of the Offer. The availability of the Offer to BDI Mining Shareholders who are not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions in which they are resident. Persons who are not resident in the United Kingdom should inform themselves of, and observe, any applicable requirements.

In accordance with normal UK market practice, Gem Diamonds or its nominees or brokers (acting as agents) may from time to time make certain purchases of, or arrangements to purchase, BDI Mining Shares outside the United States, other than pursuant to the Offer, before, during or after the period in which the Offer remains open for acceptance. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Any information about such purchases will be disclosed as required in the UK.