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GENESIS MINERALS LIMITED M&A Activity 2023

Oct 29, 2023

64997_rns_2023-10-29_79c5acfe-5a22-4f9d-aa92-b0fea019c5a1.pdf

M&A Activity

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Partner Justin Mannolini Contact Callum Fleming T +61 8 9413 8440 [email protected] Our ref JJM:CF:1049489

30 October 2023

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Level 16, Brookfield Place Tower 2 123 St Georges Terrace Perth WA 6000 AUS T +61 8 9413 8400 F +61 8 9413 8444 www.gtlaw.com.au

Online lodgement

Market Announcements Office ASX Limited Level 40, Central Park 152-158 St Georges Terrace Perth WA 6000

FOR IMMEDIATE RELEASE TO THE MARKET

Dear Sir/Madam

Takeover bid by Genesis Minerals Limited for Dacian Gold Limited — Notice of variation of Offer

We act for Genesis Minerals Limited (ACN 124 772 041) (ASX:GMD) ( Genesis ) in relation to its offmarket takeover bid for all of the fully paid ordinary shares in Dacian Gold Limited (ACN 154 262 978) (ASX:DCN) ( Dacian ) which it does not already own ( Offer ).

We enclose, in accordance with section 650B of the Corporations Act 2001 (Cth), a notice of variation of the Offer increasing the Offer consideration from 0.1685 Genesis Shares for every one (1) Dacian Share held to 0.1935 Genesis Shares for every one (1) Dacian Share held.

We have been authorised to provide this release by the board of Genesis.

Yours faithfully

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Justin Mannolini Partner T +61 8 9413 8491 [email protected]

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Callum Fleming Senior Associate T +61 8 9413 8440 [email protected]

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3452-1965-4951 v1

NOTICE OF VARIATION: INCREASE IN OFFER CONSIDERATION UNDER SECTION 650B OF THE CORPORATIONS ACT


To: ASX Limited

Dacian Gold Limited ABN 61 154 262 978 (ASX:DCN) (Dacian)

Each Dacian shareholder and other person referred to in section 650D(1)(c) of the Corporations Act 2001 (Cth) (as modified by ASIC Corporations (Takeover Bids) Instrument 2023/683)

Genesis Minerals Limited ABN 72 124 772 041 (ASX:GMD) ( Genesis ) has made offers under an offmarket takeover bid for all of the fully paid ordinary shares in Dacian which it does not already own ( Offer ) on the terms set out in Genesis’ bidder’s statement dated 16 October 2023, as supplemented by Genesis’ first supplementary bidder’s statement dated 20 October 2023 ( Bidder’s Statement ). Capitalised terms in this notice have the same meaning given to them in the Bidder’s Statement, unless the context otherwise appears.

Genesis gives notice for the purposes of section 650B of the Corporations Act 2001 (Cth) that it varies the Offer by increasing the Offer Consideration from 0.1685 Genesis Shares for every one (1) Dacian Share held to 0.1935 Genesis Shares for every one (1) Dacian Share held ( Improved Offer Consideration ).

All Dacian shareholders that accept the Offer after the date of this notice and all Dacian shareholders that have already accepted the Offer will receive the Improved Offer Consideration in accordance with the Corporations Act 2001 (Cth).

A copy of this notice was lodged with ASIC on the date of this notice. Neither ASIC nor any of its officers take any responsibility for the contents of this notice.

Date: 30 October 2023

Signed for and on behalf of Genesis Minerals Limited pursuant to a resolution of the directors.

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Raleigh Finlayson Managing Director Genesis Minerals Limited

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Michael Bowen Non-executive Director Genesis Minerals Limited