Announcement PDF 17 February 2016 Dear Shareholder Notice to Shareholders of Rights Issue We write to you as the registered holder of Red Mountain Mining Limited (Red Mountain or Company) shares as at today’s date. As announced Monday, 15 February 2016, the Directors of Red Mountain have resolved to offer a pro-rata non-renounceable rights issue of approximately 1,051,449,119 shares (New Shares)*, on the basis of two (2) New Shares for every three (3) Shares held on the Record Date at an issue price of $0.001 per New Share, with one (1) free attaching Option exercisable at $0.0015 each and expiring 31 March 2018 (New Options), for every (2) two New Shares subscribed for under the Prospectus to raise approximately $1,051,449 before costs (Rights Issue or Offer). The New Shares will rank equally with all fully paid ordinary shares in the capital of the Company (Shares) already on issue. The Company intends to apply for quotation of the New Shares and New Options but notes that quotation of the New Options will be subject to satisfaction of the ASX Listing Rules requirement (particularly in regards to spread). The funds raised from the Rights Issue are intended to be used for: a) b) c) d) e) Selective drilling of high-grade gold targets, Lobo, Batangas Gold Project; Assessment of advanced gold project(s) in Australia for potential merger or acquisition; Repayment of the Convertible Security Funding Agreement with Australian Special Opportunity Fund, LP, managed by The Lind Partners, LLC; General working capital; and Payment of the costs of the rights issue process, including any associated fees. Participation in the Rights Issue is available to Red Mountain shareholders registered on the record date of 22 February 2016 (Record Date) and who reside in Australia or New Zealand (Eligible Shareholders). The Rights Issue is being made pursuant to a prospectus which was lodged with the Australian Securities and Investments Commission and the ASX on 15 February 2016 (Prospectus). The Prospectus is available at the Company’s website: www.redmm.com.au or on the ASX website (company announcements section, ASX code: RMX) at www.asx.com.au. Following completion of the Offer, the Company will have issued approximately 1,051,449,119 New Shares and 525,724,559 New Options pursuant to the Rights Issue, resulting in total Shares on issue of approximately 2,628,622,798* and total options to acquire Shares on issue of approximately 1,503,096,844. For the purposes of calculating each Eligible Shareholders’ entitlement, fractions of entitlements have been rounded down to the nearest whole number of New Shares and New Options. * Note, this assumes the 140,000,000 Shares to be issued pursuant to the Placement announced 15 February 2016 are issued prior to the Record Date. Red Mountain Mining Ltd ACN 119 568 106 Unit 1, No. 2 Richardson Street, West Perth, Western Australia, 6005. PO Box 1928, West Perth, W.A. 6872 T: +61 (08) 9226 5668 F: +61 (08) 9486 8616 E: info@redmm.com.au W: www.redmm.com.au Key Dates: The current proposed timetable for the Rights Issue is as follows*: Event Lodgement of Prospectus with the ASIC Lodgement of Prospectus & Appendix 3B with ASX Notice sent to Optionholders Notice sent to Shareholders Ex date (date from which Shares trade on ASX without the entitlement to participate in the Offer) Record Date for determining Entitlements Prospectus despatched to Shareholders Closing Date 15 February 2016 15 February 2016 15 February 2016 17 February 2016 18 February 2016 22 February 2016 25 February 2016 7 March 2016 ASX notified of under subscriptions Issue date 10 March 2016 15 March 2016 Deferred settlement trading ends 15 March 2016 New Securities commence normal trading on ASX 16 March 2016 * Dates subject to change and indicative only. The Company reserves the right to amend this timetable, including, subject to the Corporations Act 2001 (Cth) and the Listing Rules of ASX, to extend the Closing Date. A copy of the Prospectus is available on ASX’s and the Company’s website and will be sent to you on 25 February 2016 if you are an Eligible Shareholder. Your entitlement will be set out on the personalised Entitlement and Acceptance Form accompanying the Prospectus. If you wish to participate in the Rights Issue, it will be necessary for you to complete an Entitlement and Acceptance Form, which will accompany your Prospectus, and return it with the appropriate application monies, to the Company’s Share Registry before the Closing Date. Actions required of Eligible Shareholders There are a number of actions Eligible Shareholders may take:  Taking up all of your Rights: If you wish to take up all of your Rights, complete the accompanying Entitlement and Acceptance Form for New Shares and New Options in accordance with the instructions set out in that form. You should then forward your completed Entitlement and Acceptance Form together with your application moneys to reach the Company's Share Registry no later than 5.00pm (WST) on the Closing Date.  Taking up all of your Entitlement: If you wish to take up all of your rights to subscribe for New Shares (Entitlement), complete the accompanying Entitlement and Acceptance Form for New Shares and New Options in accordance with the instructions set out in that form. You should then forward your completed 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 to reach the Company's Share Registry no later than 5.00pm (WST) on the Closing Date Red Mountain Mining Ltd ACN 119 568 106 Unit 1, No. 2 Richardson Street, West Perth, Western Australia, 6005. PO Box 1928, West Perth, W.A. 6872 T: +61 (08) 9226 5668 F: +61 (08) 9486 8616 E: info@redmm.com.au W: www.redmm.com.au OR making a payment by BPAY in accordance with the instructions on your Entitlement and Acceptance Form.  Taking up all your Entitlement and applying for Shortfall Securities: Eligible Shareholders may, in addition to taking up all their Entitlement, apply for Shortfall Shares. A single cheque should be used for the application moneys for your Entitlement and the number of Shortfall Shares you wish to apply for as stated on the Entitlement and Acceptance Form.  Taking up part of your Entitlement: If you wish to take up only part of your Entitlement, complete the accompanying Entitlement and Acceptance Form for the number of New Shares and New Options you wish to take up and follow the steps required.  Allow all or part of your Entitlement to lapse: If you do nothing, your Entitlement will lapse and 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. The Directors of Red Mountain Mining recommend that if you are in doubt as to the value of the Rights Issue then you should contact your financial adviser. If you have any queries in relation to the Rights Issue, please do not hesitate to contact Shannon Coates, the Company Secretary on (08) 9226 5668. Yours faithfully Shannon Coates Company Secretary Red Mountain Mining Ltd ACN 119 568 106 Unit 1, No. 2 Richardson Street, West Perth, Western Australia, 6005. PO Box 1928, West Perth, W.A. 6872 T: +61 (08) 9226 5668 F: +61 (08) 9486 8616 E: info@redmm.com.au W: www.redmm.com.au