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HOT CHILI LIMITED ACN 130 955 725

BEFORE DOWNLOADING, PRINTING OR VIEWING THE PROSPECTUS, YOU MUST CAREFULLY READ THE TERMS SET OUT IN THIS NOTICE

Important information

This is an important document that should be read in its entirety.  If you do not understand it or are in doubt as to the course you should follow, you should consult your stockbroker, accountant or professional adviser. 

Hot Chili Limited ACN 130 955 725 (Company) has lodged a Replacement Prospectus dated 23 March 2010 (Prospectus) with the Australian Securities and Investments Commission (ASIC) for an offer of 30,000,000 shares at an issue price of 20 cents each to raise $6,000,000 with provisions to accept over-subscription for up to a further 10,000,000 shares to raise up to a further $2,000,000, to raise a maximum of $8,000,000 (Offer).

Lodgement of Prospectus with ASIC

The paper form of the Prospectus has been lodged with ASIC.

Application pursuant to Application Form only

An Application for Shares (as defined in the Prospectus) offered under the Prospectus can only be made by completing the Application Form attached to or accompanying the Prospectus and then lodging the Application Form and the Application Monies in accordance with the instructions set out in the Prospectus and the Application Form.  

Warnings

The Corporations Act prohibits any person from passing onto another person an Application Form unless it is attached to a hard copy of the Prospectus or it accompanies the complete and unaltered version of the Prospectus (whether in paper or electronic form).  The Company will not accept a completed Application Form if it has reason to believe that you have not received a complete and unaltered copy of the Prospectus or if it has reason to believe that Application Form has been altered or tampered with in any way.  If you are accessing an electronic copy of the Prospectus, please ensure that you have received the entire Prospectus accompanied by the Application Form.  If not, please contact the Company. 

For legal reasons, the information and electronic Prospectus provided by this website is only available to persons accessing this website from within AUSTRALIA ONLY.  If you are accessing this website from anywhere outside Australia, please DO NOT download the electronic Prospectus accessible through this website.

This Prospectus does not constitute an offer of securities in any jurisdiction where, or to any person to whom, it would not be lawful to issue the Prospectus or make the offer.  It is the responsibility of any applicant outside Australia to ensure compliance with all laws of any country relevant to their applications, and any such applicant should consult their professional advisers as to whether any government or other consents are required, or whether any formalities need to be observed to enable them to apply for and be allotted any securities.

No action has been taken to register, qualify or otherwise permit the offer in any jurisdiction outside Australia.

No person is authorised to give information or to make any representation in relation to the Offer which is not contained in the Prospectus and such information may not be relied upon as having been authorised by the directors of the Company.  D.J. Carmichael Pty Limited and Carmichael Corporate Pty Ltd (jointly referred to as DJ Carmichael) are the joint lead managers, sponsoring brokers and corporate advisers to the Company.  Neither DJ Carmichael nor any of its officers accept any liability or responsibility in respect of the Prospectus or the Offer.

Acknowledgements

By accessing the Prospectus (by clicking on the link below) you acknowledge that you:

You have read, understood and agreed to the above terms and conditions, and acknowledge that you are an Australian resident downloading the Prospectus in Australia?

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Hot Chili Limited Prospectus - Page 6Hot Chili Limited Prospectus - Page 7
Text supplied here is automatically extracted form the PDF and is not to be relied on for accuracy.
HOT CHILI LIMITED PROSPECTUS KEY INVESTMENT HIGHLIGHTS THE BENEFITS OF INVESTING IN THE COMPANY INCLUDE: • ESTABLISHED REGULATORY FRAMEWORK TO EXPLORE AND EXPLOIT URANIUM IN CHILE URANIUM IS REGULATED UNDER THE CHILEAN MINING CODE AND PRESENTLY THERE ARE NO REGULATORY ENCUMBRANCES TO EXPLORING OR EXPLOITING URANIUM IN CHILE, OTHER THAN THE GOVERNMENT’S RIGHT TO PURCHASE A PROPORTION OF PRODUCTION AT COMMERCIAL MARKET RATE. • THE LARGEST AND MOST ADVANCED URANIUM PROJECT IN CHILE HOT CHILI HAS THE RIGHT TO ACQUIRE INTERESTS IN THREE MULTI-COMMODITY URANIUM PROJECTS: PRODUCTORA, LOS MANTOS AND CHILE NORTE. THE COMPANY’S FLAGSHIP PRODUCTORA PROJECT IS CHILE’S LARGEST AND MOST ADVANCED URANIUM PROJECT AS RATED BY THE CHILEAN COMMISSION FOR NUCLEAR ENERGY (CCHEN). • LARGE POTENTIAL IDENTIFIED PRODUCTORA AND LOS MANTOS ARE IRON-OXIDE-COPPER-GOLD-URANIUM PROJECTS THAT HOT CHILI ESTIMATES HAVE POTENTIAL FOR A COMBINED TARGET MINERALISATION IN THE ORDER OF:1 INVESTMENT HIGHLIGHTS AND RISKS NOTES: 1. REFER TO SECTIONS 3.0, 4.0 AND 5.0 OF THE INDEPENDENT GEOLOGIST’S REPORT FOR FURTHER DETAILS OF TARGET MINERALISATION. 2. REFERENCES TO EXPLORATION TARGET SIZE AND TARGET MINERALISATION IN THIS PROSPECTUS ARE CONCEPTUAL IN NATURE AND SHOULD NOT BE CONSTRUED AS INDICATING THE EXISTENCE OF A JORC CODE COMPLIANT MINERAL RESOURCE. THERE IS INSUFFICIENT INFORMATION TO ESTABLISH WHETHER FURTHER EXPLORATION WILL RESULT IN THE DETERMINATION OF A MINERAL RESOURCE WITHIN THE MEANING OF THE JORC CODE. URANIUM 86 TO 110 MILLION TONNES GRADING 0.3 TO 0.9KG/T FOR 53 TO 191 MILLION POUNDS OF U3O8 COPPER 86 TO 110 MILLION TONNES GRADING 1.2 TO 2.0% FOR 1.0 TO 2.2 MILLION TONNES OF COPPER METAL GOLD 86 TO 110 MILLION TONNES GRADING 0.2 TO 0.5 G/T FOR 0.6 TO 1.64 MILLION OUNCES OF GOLD 4 TARGET MINERALISATION2
5 • URANIUM, COPPER, GOLD THE MULTI-COMMODITY NATURE OF HOT CHILI’S PROJECTS, IN PARTICULAR URANIUM, COPPER AND GOLD, ENSURES ROBUST PROJECT ECONOMICS AND DIVERSIFIED INVESTMENT TO SHAREHOLDERS. • MAJORITY OWNERSHIP OF SIGNIFICANT PROJECTS AND LANDHOLDINGS HOT CHILI HAS EXECUTED 6 AGREEMENTS COMPRISING 65% JOINT VENTURE OPTION OR 100% PURCHASE OPTION AGREEMENTS OVER THE PROJECTS. • ADVANCED PROJECTS – TWO OPERATING COPPER MINES IMPORTANTLY, WITHIN THE PRODUCTORA AND LOS MANTOS PROJECT AREAS THERE ARE TWO ACTIVE COPPER MINING OPERATIONS UNDERTAKEN BY THIRD PARTIES WITH LIMITED MINING RIGHT CONCESSIONS. THESE MINING OPERATIONS NOT ONLY DEMONSTRATE THE PRESENCE OF SIGNIFICANT QUANTITIES OF MINERALISATION BUT ALSO HIGHLIGHT THE ADVANCED NATURE OF THESE PROJECTS. • STRONG LOCAL PARTNERSHIPS ESTABLISHED HOT CHILI HAS PARTNERED WITH TWO OF CHILE’S LARGEST LOCAL MINING COMPANIES CORPORACIÓN NACIONAL DEL COBRE DE CHILE (CODELCO) AND COMPAÑÍA MINERA DEL PACÍFICO (CMP). CODELCO IS THE WORLD’S LARGEST COPPER PRODUCER AND CMP IS CHILE’S LARGEST IRON ORE PRODUCER. • SIGNIFICANT LOCAL SHAREHOLDER CMP’S PARENT COMPANY COMPAÑÍA DE ACERO DEL PACÍFICO S.A (CAP) WILL BE A 5% SHAREHOLDER IN HOT CHILI. • GOOD GOVERNMENT RELATIONSHIPS HOT CHILI CONSIDERS IT HAS DEVELOPED GOOD RELATIONSHIPS WITH THE GOVERNMENT ORGANISATIONS OF EMPRESA NACIONAL DE MINERÍA (ENAMI) AND CCHEN. • CHILEISONEOFTHEWORLD’SPREMIERANDMOREPOLITICALLY STABLE MINING COUNTRIES NUMEROUS MINE WORKINGS ALONG THE PRODUCTORA MINERALISED TREND KEY RISKS THE RISKS OF INVESTING IN THE COMPANY INCLUDE: • EXCHANGE RATE FLUCTUATIONS: THE EXPENDITURE OF THE COMPANY IS AND WILL BE TAKEN INTO ACCOUNT IN AUSTRALIAN, US AND CHILEAN CURRENCIES, EXPOSING THE COMPANY TO THE FLUCTUATIONS AND VOLATILITY OF THE RATES OF EXCHANGE BETWEEN THE US DOLLAR, THE AUSTRALIAN DOLLAR AND CHILEAN CURRENCIES AS DETERMINED IN INTERNATIONAL MARKETS. • TECHNICAL RISK: THE RESULTS OF FUTURE EXPLORATION MAY NOT REFLECT THE COMPANY’S CURRENT UNDERSTANDING OF THE POTENTIAL MINERALISATION AT EACH OF THE PROJECTS. THERE IS INSUFFICIENT INFORMATION TO ESTABLISH WHETHER FURTHER EXPLORATION WILL RESULT IN THE DETERMINATION OF A MINERAL RESOURCE. • TITLE RISK: UNDER CHILEAN LAW THE REGISTRATION OF AN EXPLORATION OR EXPLOITATION LEASE DOES NOT ITSELF PREVENT AN APPLICATION BY A THIRD PARTY OVER SOME OR ALL OF THE LEASE AREA. ALL EXPLORATION AND EXPLOITATION LEASES HELD EITHER BY HOT CHILI THROUGH ITS CHILEAN SUBSIDIARY COMPANY SMEAL OR ONE OF ITS PARTNERS, ARE POTENTIALLY SUBJECT TO OVERLAPPING APPLICATIONS BY THIRD PARTIES. HOT CHILI HAS IN-PLACE BOTH INTERNAL AND EXTERNAL LAND MANAGEMENT AND LAND MONITORING TO ENSURE APPROPRIATE OBJECTIONS ARE LODGED AND PROTECTION OF THE LEASES IS MAINTAINED. SOME OF THE PROPERTIES COMPRISING THE COMPANY’S PROJECTS ARE ALREADY SUBJECT TO EXISTING OVERLAPPING CLAIMS BY THIRD PARTIES WITH PREFERENTIAL RIGHTS. TO THE EXTENT THAT SUCH CLAIMS HAVE PREFERENCE OVER THE COMPANY’S TENEMENTS, THE RELEVANT AREA OF CLAIM IS INDICATED AS AN “EXCISED” AREA ON THE PROJECT MAPS ON PAGES 41, 54 AND 73 OF THIS PROSPECTUS. REFER TO THE SOLICITOR’S REPORT ON MINING RIGHTS SET OUT IN SECTION 7 FOR FURTHER INFORMATION ON MINING TITLE IN CHILE. • REGULATORY RISK: THE CHILEAN GOVERNMENT MAY ALTER ITS REGULATORY FRAMEWORK FOR EXPLORATION AND MINING, RADIOACTIVE MATERIALS, ENVIRONMENTAL MANAGEMENT, LAND TITLE AND ROYALTIES. • MARKET RISK: INVESTING IN MINERAL EXPLORATION COMPANIES IS SPECULATIVE; UNCERTAINTIES REMAIN IN RESPECT TO FUTURE COMMODITY PRICES, ACCESS TO CAPITAL, AND MARKET FLUCTUATIONS. REFER TO SECTION 8 FOR A DESCRIPTION OF RISK FACTORS THAT COULD AFFECT THE BUSINESS, FINANCIAL CONDITION OR RESULTS OF OPERATIONS OF THE COMPANY. PROSPECTIVE APPLICANTS SHOULD READ THIS PROSPECTUS, IN ITS ENTIRETY, BEFORE APPLYING FOR SHARES UNDER THE OFFER. HOT CHILI LIMITED PROSPECTUS
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