Close of Offer

Gem Diamonds Limited
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

7 June 2007

                             Recommended Cash Offer

                            by Gem Diamonds Limited

                                      for

                                BDI Mining Corp

                                 Close of Offer

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

1. 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).

2. 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.

3. 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                                                [phone]
Angela Parr                                                      [phone]

Strata Capital                                              [phone]
(Financial Adviser to Gem Diamonds)
Oliver Corner

JPMorgan Cazenove                                           [phone]
(Corporate Broker to Gem Diamonds)
Ian Hannam
Jonathan Walker
Neil Passmore

BDI Mining
Martin Horgan                                               [phone]
Reg Spencer                                                 [phone]

Ruegg & Co                                                  [phone]
(Financial Adviser to BDI Mining)
Brett Miller


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.



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