EVOLUTION MINING LIMITED — Major Shareholding Notification 2019

Jun 19, 2019

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

Company Name/Scheme Тο	EVOLUTION MINING LIMITED
ACN/ARSN	084 669 036
1. Details of substantial holder (1)
Name	JPMorgan Chase & Co. and its affiliates
ACN (if applicable)	NA
The holder ceased to be a Substantial holder on	17/June/2019 $\label{eq:2.1} \mathcal{O}(\mathcal{M}) = \mathcal{O}(\sqrt{2\pi\log n}) \quad \text{and} \quad \mathcal{O}(\mathcal{M}).$
The previous notice was given to the company on	x 18/June/2019

The previous notice was dated 14/June/2019

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities
of the company or scheme, since the substantial holder was last required 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 Appendix	J.P. Morgan Securities Australia Limited	Purchase and sales of shares in its capacity as Principal/Proprietary	See Appendix	22,760 (ordinary)	22,760 (ordinary)
See: Appendix	J.P. Morgan Securities Australia Limited	J.P. Morgan Securities Australia Limited ceases to hold a relevant interest in the securities under the block trade agreement between J.P. Morgan Securities PLC, Citigroup Global Markets Limited, J.P. Morgan Securities Australia Limited and Citigroup Global Markets Australia Pty Limited dated 12 June on settlement of transactions contemplated under that block trade agreement pursuant to section 608(8) of the Corporations Act	See Appendix	50.440,000 (ordinary)	50,440,000 (ordinary)
See Appendix	J.P. Morgan Securities PLC.	Sale of 25,220,000 shares comprising a portion of the shares that were the subject of a block trade between J.P. Morgan Securities PLC, Citigroup Global Markets Limited, J.P. Morgan Securities Australia Limited and Citigroup Global Markets Australia Pty Limited dated 12 June 2019 (described above).	See Appendix	25,220,000 (ordinary)	25,220,000 (ordinary)

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as fo

Name and ACN (if applicable)	Nature of association
J.P. Morgan Securities Australia Limited	Subsidiary of JPMorgan Chase & Co.
J.P. Morgan Securities PLC	Subsidiary of JPMorgan Chase & Co.

Form 605

Page 1 of 2

4. Addresses

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

Name	Address
JPMorgan Chase & Co.	383 Madison Avenue, New York, New York, NY, 10179, United States
J.P. Morgan Securities LLC	383 Madison Avenue, New York, New York, NY, 10179, United States
J.P. Morgan Securities PLC	25 Bank Street, Canary Wharf, London, E14 5JP, England
J.P. Morgan Securities Australia Limited	LEVEL 18, 83-85 CASTLEREAGH STREET, SYDNEY, NS, NSW 2000, Australia
JPMorgan Chase Bank, National Association	1111 Polaris Parkway, Columbus, Delaware, OH, 43240, United States
JPMorgan Asset Management (UK) Limited	60 Victoria Embankment, London, EC4Y0JP, England
JPMorgan Asset Management (Taiwan) Limited	20F & 21, No.1 Song Zhi Rd, Xin Yi District, Taipei City, Taiwan., Taipei, 110, Taiwan Province of China
J.P. Morgan Investment Management Inc.	383 Madison Avenue, New York, New York, NY, 10179, United States

Signature

Frederick Lee

Print name

Sign here

date 19/June/2019

Capacity JPMorgan Chase Bank, N.A.

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 4 of the form.
• $(2)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Law.
• $(3)$ See the definition of "associate" in section 9 of the Corporations Law.
• $(4)$ 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 Law.

• $(5)$ 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 of 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.
• $(6)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(7)$ Given details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Form 605

TRADES FOR RELEVANT PERIOD						Appendix
Transaction Date Balance at start of relevant period	Entity	Product Type	Type of Transaction	Quantity 104,101,327	Price (AUD)	Consideration
15-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	SALE	(100,000)	4.13 \$	413,000.00
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	SALE	(1,815)	4.06	\$ 7,359.83
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	716	4.06	2,906.96 \$
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	1,573	4.06	\$ 6,386.38
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	1,566	4.06	\$ 6,352.22
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	1,433	4.07	\$ 5,832.31
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	43,507	4.06 \$	176,588.30
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	716	4.05	2,899.80 \$
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	2,991	4.05 \$	12,113.55
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	4,557	4.05 \$	18,455.85
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	4,463	4.05 \$	18,075.15
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	1,584	4.05	\$ 6,415.20
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	SALE	(58)	4.05	234.90 \$
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	PURCHASE	16,007	4.05 \$	64,905.50
17-Jun-19	J.P. MORGAN SECURITIES AUSTRALIA LIMITED	Equity	J.P. Morgan Securities Australia Limited ceased to hold a relevant interest in the securities under the block trade agreement between J.P. Morgan Securities PLC, Citigroup Global Markets Limited, J.P. Morgan Securities Australia Limited and Citigroup Global Markets Australia Pty Limited dated 12 June on settlement of transactions contemplated under that block trade agreement pursuant to section 608(8) of the Corporations Act	(50,440,000)	NA	NA
17-Jun-19 Balance at end of relevant period	J.P. MORGAN SECURITIES PLC	Equity	SALE	(25,220,000) 78,858,567	3.78 \$	95,331,600.00

Date:	19-Jun-2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU000000EVN4
	17-Jun-2019
Date of change of relevant interests:
Schedule
Type of agreement	Australian Master Securities Lending Agreement ("AMSLA")
Parties to agreement	JPMorgan Chase Bank, N.A. (acting as agent) ("lender"), J.P. Morgan Securities Australia Limited
	('borrower')
Transfer date
	Trade Date Quantity
	4-Jun-19 631,168
Holder of voting rights	Borrower
Are there any restriction on voting rights	Yes
If yes, detail	The borrower undertakes to use its best endeavours to arrange for the voting rights to be exercised
	in accordance with the instructions of the lender, provided that the lender uses its best endeavours
	to notify the borrower of its instructions in writing no later than 7 business days prior to the date upon which such votes are exercisable or as otherwise agreed between the parties. This undertaking
	is set out in clause 4.3 of the standard form AMSLA.
Scheduled return date (if	None
any)
Does the borrower have	Yes
the right to return early?
If yes, detail	Borrower has right to return all and any securities or equivalent securities early at any time in
	accordance with the lender's instructions.
Does the lender have the	Yes
right to recall early?
If yes, detail	Lender has right to recall all or any equivalent securities on any business day by giving such notice
	as agreed by the parties. The borrower must return the securities not later than the expiry of such
	notice in accordance with the lender's instructions.
Will the securities be	Yes
returned on settlement?
If yes, detail any exceptions	No exceptions
Statement	If requested by the company to whom the prescribed form must be given, or if requested by ASIC,
	J.P. Morgan Securities Australia Limited will give a copy of the AMSLA to that company or ASIC.

Date:	19-Jun-2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU000000EVN4
Date of change of relevant interests:	17-Jun-2019
Schedule
Type of agreement	Australian Master Securities Lending Agreement ("AMSLA")
Parties to agreement	National Australia Bank Limited ('lender'), J.P. Morgan Securities Australia Limited ('borrower)
	Trade date Quantity
Transfer date	6-Jun-19 400,000
Holder of voting rights	Borrower
Are there any restriction on voting rights	Yes
If yes, detail	The borrower undertakes to use its best endeavours to arrange for the voting rights to be exercised in accordance with the instructions of the lender, provided that the lender uses its best endeavours to notify the borrower of its instructions in writing no later than 7 business days prior to the date upon which such votes are exercisable or as otherwise agreed between the parties. This undertaking is set out in clause 4.3 of the standard form AMSLA.
Scheduled return date (if any)	None
Does the borrower have the right to return early?	Yes
If yes, detail	Borrower has right to return all and any equivalent securities early at any time in accordance with the lender's instructions.
Does the lender have the right to recall early?	Yes
If yes, detail	Lender has right to recall all or any equivalent securities at any time by giving notice on any business day as agreed by the parties. The borrower must return the securities not later than the expiry of such notice in accordance with the lender's instructions.
Will the securities be returned on settlement?	Yes
If yes, detail any exceptions	No exceptions
Statement	If requested by the company to whom the prescribed form must be given, or if requested by ASIC, J.P. Morgan Securities Australia Limited will give a copy of the AMSLA to that company or ASIC.

Date:	19 June 2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU0000000EVN4
Date of change of relevant interests:	12 June 2019
Schedule
Type of agreement	Australian Master Securities Lending Agreement ("AMSLA")
Parties to agreement	La Mancha Group International B.V. (as "Lender") and J.P. Morgan Securities plc (as "Borrower")
Transfer date	17 June 2019
Holder of voting rights	Borrower
Are there any restriction on voting rights	No
If yes, detail	N/A
Scheduled return date (if any)	5 Business Days after the transfer date
Does the borrower have the right to return early?	Yes
If yes, detail	The Borrower has the right to return at any time (subject to the terms of the loan)
Does the lender have the right to recall early?	No
If yes, detail	N/A
Will the securities be returned on settlement?	Yes
If yes, detail any exceptions	N/A
Statement	If requested by the Company to whom the prescribed form must be given, or if requested by ASIC, J.P. Morgan Securities plc will give a copy of the AMSLA to that Company or ASIC.

Date:	19-Jun-2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU000000EVN4
Date of change of relevant interests:	17-Jun-2019
Schedule
Type of agreement	Overseas Securities Lender's Agreement (For Non-US Borrowers) ("OSLA")
Parties to agreement	The Bank of New York Mellon Corporation (formerly known as The Bank of New York) (acting as agent) ("lender"), J.P. Morgan Securities Plc (formerly known as J.P. Morgan Securities Limited) ("borrower")
Transfer date	Trade date Quantity 14-Jun-19 1,318,250
Holder of voting rights	Borrower
Are there any restriction on voting rights	Yes
If yes, detail	The borrower undertakes to use its best endeavours to arrange for the voting rights to be exercised in accordance with the instructions of the lender, provided that the lender uses its best endeavours to notify the borrower of its instructions in writing no later than 7 business days prior to the date upon which such votes are exercisable or as otherwise agreed between the parties. This undertaking is set out in clause 4(B)(ii) of the standard form OSLA.
Scheduled return date (if any)	None
Does the borrower have the right to return early?	Yes
If yes, detail	Borrower has right to return all and any equivalent securities early at any time in accordance with the lender's instructions.
Does the lender have the right to recall early?	Yes
If yes, detail	Lender has right to recall all or any equivalent securities at any time by giving notice on any business day of not less than the standard settlement time for such equivalent securities on the exchange. The borrower must return the securities not later than the expiry of such notice in accordance with the lender's instructions.
Will the securities be returned on settlement?	Yes
If yes, detail any exceptions	No exceptions
Statement	If requested by the company to whom the prescribed form must be given, or if requested by ASIC, J.P. Morgan Securities plc will give a copy of the OSLA to that company or AS

Date:	19-Jun-2019
	EVOLUTION MINING LIMITED
Company's name:
ISIN:	AU000000EVN4
	17-Jun-2019
Date of change of relevant interests:
Schedule
Type of agreement	Global Master Securities Lending Agreement ("GMSLA")
	J.P. Morgan Securities plc ("borrower") and State St Bank and Trust Company as
Parties to agreement	agent ("lender")
	Trade date Quantity
Transfer date	14-Jun-19 4,416,833
	14-Jun-19 258,635
Holder of voting rights	Borrower
Are there any restriction on voting	Yes
rights
	The borrower shall have no obligation to arrange for voting rights to be exercised in
If yes, detail	accordance with the instructions of the other party, unless otherwise agreed between
	the parties.
Scheduled return date (if any)	None
Does the borrower have the right to	Yes
return early?
	Borrower has the right to terminate a loan and redeliver all and any equivalent
If yes, detail	securities due and outstanding to the lender in accordance with lender's instructions
	and lender shall accept such redelivery.
Does the lender have the right to recall
early?	Yes
	Lender has right to recall all or any equivalent securities on any business day by
If yes, detail	giving such notice as agreed by the parties. The borrower must return the securities
	not later than the expiry of such notice in accordance with the lender's instructions.
Will the securities be returned on	Yes
settlement?	No exceptions
If yes, detail any exceptions
	If requested by the company to whom the prescribed form must be given, or if
Statement	requested by ASIC, J.P. Morgan Securities Plc will give a copy of the GMSLA to that
	company or ASIC.

Date:	19-Jun-2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU000000EVN4
Date of change of relevant interests:	17-Jun-2019
Schedule
Type of agreement	Global Master Securities Lending Agreement
Parties to agreement	SFT - CALIFORNIA STATE TEACHERS' RETIREMENT SYSTEM ("lender") and J.P. Morgan Securities Plc ("borrower")
Transfer date	Trade date Quantity
	14-Jun-19 1,423,115
Holder of voting rights	Borrower
Are there any restriction on voting rights	Yes
If yes, detail	The borrower shall have no obligation to arrange for voting rights to be exercised in accordance with the instructions of the other party, unless otherwise agreed between the parties.
Scheduled return date (if any)	None
Does the borrower have the right to return early?	Yes
If yes, detail	Borrower has the right to terminate a loan and redeliver all and any equivalent securities due and outstanding to the lender in accordance with lender's instructions and lender shall accept such redelivery.
Does the lender have the right to recall early?	Yes
If yes, detail	Lender has right to recall all or any equivalent securities at any time by giving notice on any business day of not less than the standard settlement time for such equivalent securities on the exchange or in the clearing organisation through which the relevant borrowed securities were originally delivered. The borrower must return the securities not later than the expiry of such notice in accordance with the lender's instructions.
Will the securities be returned on settlement?	Yes
If yes, detail any exceptions	No exceptions
Statement	If requested by the company to whom the prescribed form must be given, or if requested by ASIC, J.P. Morgan Securities plc will give a copy of the GMSLA to that company or ASIC.

Date:	19-Jun-2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU000000EVN4
Date of change of relevant interests:	17-Jun-2019
Schedule
Type of agreement	Overseas Securities Lender's Agreement ("OSLA")
Parties to agreement	J.P. Morgan Securities Plc ("borrower") and Citibank N.A. – as agent ("lender")
Transfer date	Quantity Trade Date 14-Jun-19 9,000,000
Holder of voting rights	Borrower
Are there any restriction on voting rights	Yes
If yes, detail	The borrower undertakes to use its best endeavours to arrange for the voting rights to be exercised in accordance with the instructions of the lender, provided that the lender uses its best endeavours to notify the borrower of its instructions in writing no later than 7 business days prior to the date upon which such votes are exercisable or as otherwise agreed between the parties. This undertaking is set out in clause 4(B)(vi) of the standard form OSLA.
Scheduled return date (if any)	None
Does the borrower have the right to return early?	Yes
If yes, detail	Borrower has right to return all and any equivalent securities early at any time in accordance with the lender's instructions.
Does the lender have the right to recall early?	Yes
If yes, detail	Lender has right to recall all or any equivalent securities at any time by giving notice on any business day of not less than the standard settlement time for such equivalent securities on the exchange or in the clearing organisation through which the relevant borrowed securities were originally delivered. The borrower must return the securities not later than the expiry of such notice in accordance with the lender's instructions.
Will the securities be	Yes
returned on settlement?
If yes, detail any exceptions	No exceptions
Statement	If requested by the company to whom the prescribed form must be given, or if requested by ASIC, J.P. Morgan Securities Plc will give a copy of the OSLA to that company or ASIC.

Date:	19-Jun-2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU000000EVN4
Date of change of relevant interests:	17-Jun-2019
Schedule
Type of agreement	Overseas Securities Lender's Agreement ("OSLA")
Parties to agreement	JPMorgan Chase Bank, N.A. (acting as agent) ("lender") J.P. Morgan Securities plc ("borrower")
Transfer date	Trade date Quantity
	14-Jun-19 59,895
	14-Jun-19 196,021
	14-Jun-19 245,646
Holder of voting rights	Borrower
Are there any restriction	Yes
on voting rights
If yes, detail	The borrower undertakes to use its best endeavors to arrange for the voting rights to be exercised in
	accordance with the instructions of the lender, provided that the lender uses its best endeavors to notify the borrower of its instructions in writing no later than 7 business days prior to the date upon which such votes are exercisable or as otherwise agreed between the parties. This undertaking is set out in clause 4(B)(vi) of the standard form OSLA.
Scheduled return date (if any)	None
Does the borrower have	Yes
the right to return early?
If yes, detail	Borrower has right to return all and any equivalent securities early at any time in accordance with the lender's instructions.
Does the lender have the right to recall early?	Yes
If yes, detail	Lender has right to recall all or any equivalent securities at any time by giving notice on any business day of not less than the standard settlement time for such equivalent securities on the exchange or in the clearing organisation through which the relevant borrowed securities were originally delivered (and where there is a difference between the settlement time for sales and purchases on the relevant exchange or clearing organisation, the standard settlement time shall be the shorter of the two times). The borrower must return the securities not later than the expiry of such notice in accordance with the lender's instructions.
Will the securities be	Yes
returned on settlement? If yes, detail any exceptions	No exceptions
Statement	If requested by the company to whom the prescribed form must be given, or if requested by ASIC,
	J.P. Morgan Securities plc will give a copy of the OSLA to that company or ASIC.

Date:	19-Jun-2019
Company's name:	EVOLUTION MINING LIMITED
ISIN:	AU000000EVN4
Date of change of relevant interests:	17-Jun-2019
Schedule
Type of agreement	Master Overseas Securities Borrowing Agreement
Parties to agreement	J.P. Morgan Securities Plc ("borrower") and The Northern Trust Company as agent ("lender")
Transfer date	Trade date Quantity
	14-Jun-19 2,512,231
	14-Jun-19 7,000,000
Holder of voting rights	Borrower
Are there any restriction on voting rights	Yes
If yes, detail	The borrower undertakes to use its best endeavours to arrange for the voting rights to be exercised in accordance with the instructions of the lender, provided that the lender uses its best endeavours to notify the borrower of its instructions in writing no later than 7 business days prior to the date upon which such votes are exercisable or as otherwise agreed between the parties. This undertaking is in clause 4(B)(vi) of the agreement.
Scheduled return date (if any)	None
Does the borrower have the right to return early?	Yes
If yes, detail	Borrower has the right to terminate a loan and redeliver all and any equivalent securities due and outstanding to the lender in accordance with lender's instructions and lender shall accept such redelivery.
Does the lender have the right to recall early?	Yes
If yes, detail	Lender has right to recall all or any equivalent securities at any time by giving notice on any business day of not less than the standard settlement time for such equivalent securities on the exchange or in the clearing organisation through which the relevant borrowed securities were originally delivered. The borrower must return the securities not later than the expiry of such notice in accordance with the lender's instructions.
Will the securities be returned on settlement?	Yes
If yes, detail any exceptions	No exceptions
Statement	If requested by the company to whom the prescribed form must be given, or if requested by ASIC, J.P. Morgan Securities Plc will give a copy of the agreement to that company or ASIC.