HAMMER METALS LIMITED — Major Shareholding Notification 2017

Oct 3, 2017

Telephone: +61 8 9476 1900 Facsimile: +61 8 9485 2779 e-mail: rcf@rcflp.com www.resourcecapitalfunds.com

To :	Company Announcements	From :	Miriam Sharp
Fax No:	1300 135 638	Pages 3
	Company: ASX Announcements	Date :	October 4, 2017
Subject :	FORM 604	Copy :	Company Secretary
			Mark Pitts, via email

NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

RESOURCE

$CAP$ ITAL FUNDS_®

Resource Capital Fund VI L.P. lodges the attached Form 604 in relation to Hammer Metals Limited $(HMX).$

Yours faithfully

Miriam Sharp

1. Oct. 2017 14:16

Р. $\sqrt{2}$ No. 0992

604

page 1/2	15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	HAMMER METALS LIMITED
ACN/ARSN	095 092 158
1. Details of substantial holder(1)
Name ACN/ARSN (if applicable)		RESOURCE CAPITAL FUND VI L.P. ("RCF VI")
There was a change in the interests of the subslantial holder on		15/09/2017
The previous notice was given to the company oп		13/09/2017
The previous notice was dated		13/09/2017

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		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
FULLY PAID ORDINARY SHARES	25,000,000	10.68%	25,000,000	9.35%

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 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
15/09/2017	RCF VI	Dilution resulting from Issue of shares	N/A	N/A	N/A

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
RCF VI	MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED	RCF VI	OWNER	FULLY PAID ORDINARY SHARES 25.000.000	25.000.000

No. 0992 P. 3

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$\hat{p}$ and $\hat{p}$

						604	page 2/2	15 July 2001
		5. Changes in association holder in relation to voting interests in the company or scheme are as follows:			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
		Name and ACN/ARSN (If applicable)		Nature of association
	6. Addresses	The addresses of persons named in this form are:
		Name		Address
		RCF VI		USA	1400 SIXTEENTH STREET, SUITE 200, DENVER CO 80202,
		MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED		AUSTRALIA	LEVEL 19, 120 COLLINS STREET, MELBOURNE, VIC 3000
	Signature	print name	PETER NICHOLSON			Capacity AUTHORISED OFFICER
		sign here			date	04/10/2017
				DIRECTIONS
(1)		names and addresses of members is clearly set out in paragraph 6 of the form.			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
$^{(2)}$		See the definition of "associate" in section 9 of the Corporations Act 2001.
$\circ$					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:
	any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, (a) 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 voling 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 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.
$\left( 8\right)$					If the substantial holder is unable to determine the identify of the person (eg. If the relevant interest arises because of an option) write "unknown".
(9)	Give details, if appropriale, of the present association and any change in that association since the last substantial holding notice.