CAPRICORN METALS LTD — Major Shareholding Notification 2017

Apr 25, 2017

FORM 604

Corporations Act 2001 Section 671B

NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

To: Company Name/Scheme

ACN/ARSN

CMM - Capricorn Metals Ltd 121 700 105

1. Details of Substantial Holder(1)

Name Acorn Capital Limited ACN/ARSN (if applicable) 082 694 531 There was a change in the interests of the 24/04/2017 substantial holder on The previous notice was given to the company on 10/03/2017 The previous notice was dated 10/03/2017

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)
Ordinary	28,038,495	5.18%	34,704,712	6.41%

3. Changes 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 changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
See Annexure A

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4. Present relevant interests

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

Holder of Relevant Interest		Registered Holder of Securities		Person Entitled to be Registered as Holder (8)	Nature of relevant interest	Nature of relevant interest	Class and	Person's
					(6)		Number of Securities	Votes
Acorn Capital Ltd		JP Morgan Chase Nominees		JP Morgan Chase Nominees	In its capacity as investment manager for various superannuation funds, ~~i~~nstitutional investor		10,832,698	10,832,698
Acorn Capital Ltd		Citicorp Nominees		Citicorp Nominees	portfolios and unit trusts has the power to exercise , or control of, a right attached to ~~t~~he securities and has the power to dispose of, or control the exercise of a power to dispose of, the ~~s~~ecurities.		11,563,434	11,563,434
Acorn Capital Ltd		BNP Paribas Securities Services Australia Branch		BNP Paribas Securities Services Australia Branch			12,308,580	12,308,580

5. Changes in Associates

The persons who have become associates (2) of, ceased to be associates, or have change 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) Name of Association

6. Addresses

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

Name	Address
All Relevant Holders	C/O Acorn Capital Limited, Level 12, 90 Collins Street, Melbourne Victoria 3000

Print Name	PAUL PALUMBO	Capacity	Portfolio Manager
Sign Here		Date	24/04/2017

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Annexure A

10-Mar-2017 to 24-Apr-2017

Entity Date Of Change 10/03/2017 Acorn Capital Ltd 30/03/2017 Acorn Capital Ltd 31/03/2017 Acorn Capital Ltd 20/04/2017 Acorn Capital Ltd	Type of Transaction Purchase Purchase Purchase Purchase	Quantity Consideration $64,522.31 537,543 $26,028.60 200,000 $119,001.03 928,674 $501,650.00 5,000,000	Quantity

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