ANDROMEDA METALS LIMITED — Major Shareholding Notification 2021

Dec 22, 2021

Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder

To Company Name/Scheme ACN/ARSN

Minotaur Exploration Limited 108 483 601

1. Details of substantial holder (1)

Name Andromeda Metals Limited ACN 061 503 375 ( Andromeda ) and each of the entities listed in Annexure A (each a Group Entity, and together Group Entities ) ACN/ARSN (if applicable) As above or set out in Annexure A

There was a change in the interests of the 22 December 2021 substantial holder on The previous notice was given to the 21 December 2021 company on The previous notice was dated 21 December 2021

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a

relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice	Previous notice	Present notice	Present notice
	Person’s votes	Voting power(5)	Person’s votes	Voting power(5)
Fully Paid Ordinary shares	191,615,591	38.22% (based on 501,339,148 ordinary shares on issue)	198,130,092	38.02% (based on 521,064,989 ordinary shares on issue)

3. Change in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person’s votes affected
20 - 21 December 2021	Andromeda	Decrease in relevant interest due to the issue of shares by Minotaur Exploration Limited.	n/a	191,615,591 fully paid ordinary shares	191,615,591
22 December 2021	Andromeda	Increase in relevant interest due to acquisition of relevant interests in ordinary shares of Minotaur as a result of acceptances of the off- market takeover offer	1.15 Andromeda Shares per ordinary share	6,514,501 fully paid ordinary shares	6,514,501

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

	Holder of	Registered	Person entitled	Nature of	Class and
	relevant	holder of	to be registered	relevant	number of	Person’s votes
	interest	securities	as holder (8)	interest (6)	securities
				Relevant interest under
	Andromeda	Persons who have accepted Andromeda's takeover offer	Andromeda, pursuant to the takeover offer	section 608(1) and / or section 608(8) Corporations Act pursuant to acceptances of the	198,130,092 fully paid ordinary shares	198,130,092 fully paid ordinary shares
				takeover offers.

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5. Associates

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
N/A	N/A

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Andromeda Metals Limited	69 King William Road, Unley SA 5061
Each entity listed in Annexure A	69 King William Road, Unley SA 5061

Signature

print name sign here	Andrea Betti capacity Company Secretary
	date 23.12.2021
	DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

• See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included on any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write “unknown’”.

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ANNEXURE A

This is "Annexure A" of 1 page referred to in Form 604 - Notice of change of interests of substantial holder signed by me.

Signature: Print Name: Andrea Betti Capacity: Company Secretary Andromeda Metals Limited ACN 061 503 375 Date: 23 December 2021

Name	Interest Held	Address
Adelaide Exploration Pty Ltd	100%	69 King William Road, Unley SA 5061
Peninsula Resources Limited	100%	69 King William Road, Unley SA 5061
ADN LFESP Pty Ltd	100%	69 King William Road, Unley SA 5061
Mylo Gold Pty Ltd	100%	69 King William Road, Unley SA 5061
Frontier Exploration Pty Ltd	100%	69 King William Road, Unley SA 5061
Andromeda Industrial Minerals Pty Ltd	100%	69 King William Road, Unley SA 5061
Andromeda Green Technologies Pty Ltd	100%	69 King William Road, Unley SA 5061

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