CAPRICORN METALS LTD — Major Shareholding Notification 2021

Oct 24, 2021

Form 604 Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

ACN/ARSN

Capricorn Metals Ltd ( Capricorn ) 121 700 105

1. Details of substantial holder (1)

Name Hawke’s Point Holdings I Limited ( Hawke’s Point ) and each of the entities listed in Annexure “A” ( Hawke’s Point Group Entity ). ACN/ARSN (if applicable) Not applicable There was a change in the interests of the substantial holder on 21/10/2021 The previous notice was given to the company on 05/08/2020 The previous notice was dated 05/08/2020

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 shares	34,340,852	9.99%	22,189,142	6.02%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder 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
21/10/2021	Hawke’s Point	Change in relevant interest resulting from the sale of ordinary shares pursuant to a private sale.	A$29,160,000	12,000,000 ordinary shares	12,000,000
29/01/2021 to 04/02/2021	Hawke’s Point	Change in relevant interest resulting from the sale of ordinary shares on-market (as set out in Annexure “B”).	See Annexure B	151,710 ordinary shares	151,710
See above	Each Hawke’s Point Group Entity	Change in relevant interest under s 608(3)(a) and/or s 608(3)(b) of the_Corporations_ Act 2001(Cth), by virtue of having voting power of more than 20% or controlling Hawke’s Point.	N/A	12,151,710 ordinary shares	12,151,710

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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 s
				608(1)(b) and (c) of the
				Corporations Act 2001
	Hawke’s Point	Citicorp Nominees Pty Limited	Hawke’s Point	(Cth), being a relevant interest arising through	Ordinary shares	22,189,142
				Hawke’s Point having the
				right to control the voting or
				disposal of the shares.
				Relevant interest under s
				608(3)(a) and/or s 608(3)(b)
				of the_Corporations Act_
				2001(Cth), being a relevant
	Each Hawke’s Point Group Entity	Citicorp Nominees Pty Limited	Hawke’s Point	interest held through a body corporate (Hawke’s Point) in which the voting power of the relevant Hawke’s Point	Ordinary shares	22,189,142
				Group Entity is more than
				20% or which the relevant
				Hawke’s Point Group Entity
				controls.

5. Changes in association 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
Not Applicable	Not Applicable

6. Addresses

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

Name	Address
Hawke’s Point and each Hawke’s Point Group Entity	c /- Polygon Global Partners LLP, 4 Sloan Terrace, London, SW1X 9DQ, United Kingdom

Signature

print name sign here	Erik Caspersen capacity Authorised Signatory
	date 21/10/2021

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.

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• (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’”.

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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Annexure “A” – Hawke’s Point Group Entities

This is Annexure “A” of 1 page referred to in the Form 604 (Notice of change of interests of Substantial Holder), signed by me and dated 21/10/2021.

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…………………… Erik Caspersen Authorised Signatory, Hawke’s Point Holdings I Limited

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Hawke’s Point Group Entities

Entity	ACN/ARSN
Hawke’s Point Holdings L.P	Not applicable
Hawke’s Point GP Limited	Not applicable
Hawke’s Point Manager L.P	Not applicable
Polygon Global Partners LLP	Not applicable
Polygon Global Partners LP	Not applicable

Tetragon Financial Group Limited and each Not applicable of its related bodies corporate

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Annexure “B” – On-market trades

This is Annexure “B” referred to in page 1 of the Form 604 (Notice of change of interests of Substantial Holder), signed by me and dated 21/10/2021.

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……………………

Erik Caspersen

Authorised Signatory, Hawke’s Point Holdings I Limited

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On market trades

Date of Change	Shares Sold	Sales Proceeds (A$)
29/01/2021	34,088	$ 58,110.01
01/02/2021	63	$ 106.40
02/02/2021	33,957	$ 57,201.24
03/02/2021	26,113	$ 44,465.40
04/02/2021	57,489	$ 96,209.44

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