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CATALYST METALS LIMITED Major Shareholding Notification 2023

Feb 16, 2023

64743_rns_2023-02-16_a4f5f8ef-55e1-4ff7-9876-6ff1a4068aec.pdf

Major Shareholding Notification

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Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

Vango Mining Limited ( Vango )

ACN/ARSN

ACN 108 737 711

1. Details of substantial holder (1)

Name ACN/ARSN (if applicable)

Catalyst Metals Limited ACN 118 912 495 ( Catalyst ) and each of the entities listed in Annexure A ( Catalyst Group Entities )

As set out above and in Annexure A

There was a change in the interests of the substantial holder on 16 / 02 / 2023 The previous notice was given to the company 13 / 02 / 2023 The previous notice was dated 13 / 02 / 2023

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:


as follows:
Class of securities (4) Previous notice Present notice
Person’s votes Voting power (5) Person’s votes Voting power (5)
ORD 945,962,729 75.08% 1,109,597,619 88.07%

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
~~chaned~~
Nature of change (6) Consideration given
in relation to change
(7)
Class and number
of securities
affected
Person’s votes
affected
14/02/2023 ~~g~~
Catalyst
Acquisition of a relevant
interest by way of
acceptances of offers
made under Catalyst’s
off-market takeover bid
for all the ordinary
shares in Vango on the
terms set out in the
Bidder’s Statement
dated 10 January 2023
(Takeover Offer)
Five (5) Catalyst
shares for every
one hundred and
fifteen (115)
Vango shares, as
per the Takeover
Offer
2,295,868 ORD 2,295,868
15/02/2023 Catalyst Acquisition of a relevant
interest by way of
acceptances of offers
made under the
Takeover Offer
Five (5) Catalyst
shares for every
one hundred and
fifteen (115)
Vango shares, as
per the Takeover
Offer
3,143,686 ORD 3,143,686
16/02/2023 Catalyst Acquisition of a relevant
interest by way of
acceptances of offers
made under the
Takeover Offer
Five (5) Catalyst
shares for every
one hundred and
fifteen (115)
Vango shares, as
per the Takeover
Offer
158,195,336 ORD 158,195,336

4. Present relevant interests

Particulars of each relevant interest 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 (6)
Class and
number of
securities
Person’s votes
Catalyst Shareholders
of Vango who
have accepted
offers under
the Takeover
Offer
Catalyst, subject to the
terms of the Takeover
Offer
Relevant interest
under section
608(8) of the
Corporations Act
as a result of
acceptance of
offers under the
Takeover Offer
1,109,597,619 ORD 1,109,597,619

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
of persons named in this form are as follows:
Name Address
Catalyst and each Catalyst Group Entity Unit 9, 331-335 Hay Street, Subiaco WA 6008

6. Addresses

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

Signature

print name
Frank Campagna
capacity
Company Secretary
sign here
date
16 / 02 / 2023
DIRECTIONS
umber of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the
ustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of
sentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group,
and addresses of members is clearly set out in paragraph 6 of the form.
on of "associate" in section 9 of the Corporations Act 2001.
on of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
es of a company constitute one class unless divided into separate classes.
otes divided by the total votes in the body corporate or scheme multiplied by 100.
of:

(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’”.

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

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 and dated 16 February 2023.

To: Vango Mining Limited ACN: 108 737 711

Name: Frank Campagna Title: Company Secretary Date: 16 February 2023

Details of Catalyst Group Entities

Entities

ACN

Entities ACN
SILKFIELD HOLDINGS PTY LTD 139 185 443
KITE GOLD PTY LTD 147 745 560
KITE OPERATIONS PTY LTD 155 299 451
TANDARRA MANAGEMENT PTY LTD 629 684 680
NOMAD METALS PTY LTD 628 091 672
UNITY MINING PTY LIMITED 005 674 073
HENTY GOLD PTY LTD 008 764 412
FOUR EAGLES JV PROPERTY PTY LTD 642 388 887