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MAGMATIC RESOURCES LIMITED — Major Shareholding Notification 2017
May 17, 2017
65290_rns_2017-05-17_a94b88f8-9d98-4a0a-b08c-bfe18e69fd1e.pdf
Major Shareholding Notification
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Form 603
Corporations Act 2001 Section 671B
Notice of initial substantial holder
| To Company Name/Scheme | MAGMATIC RESOURCES LIMITED |
|---|---|
| ACN/ARSN | 615 598 322 |
1. Details of substantial holder (1)
| Name | Gold Fields Australia Pty Ltd (GFA) and each of the entities listed |
|---|---|
| in Annexure A (together the Gold Fields Group) | |
| ACN/ARSN (if applicable) | 098 385 285 and see Annexure A |
The holder became a substantial holder on $11/05/2017$
2. Details of 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 on the date the substantial holder became a substantial holder are as follows:
| Class of securities (4) | Number of securities | Person's votes (5) | Voting power (6) |
|---|---|---|---|
| ORD | 16,000,000 | 20% | 20% |
3. Details of relevant interests
The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:
| Holder of relevant interest | Nature of relevant interest (7) | Class and number of securities |
|---|---|---|
| GOLD FIELDS AUSTRALIA PTY LTD | DIRECT | 16,000,000 ORD |
| Each member of the Gold Fields Group |
Have a relevant interest in the securities referred to in Section 2 through the application of section 608(3) of the Corporations Act as they are associates of GFA by virtue of section 11 of the Corporations Act |
16,000,000 ORD |
4. Details of present registered holders
The persons registered as holders of the securities referred to in paragraph 3 above are as follows:
| Holder of relevant | Registered holder of | Person entitled to be | Class and number of securities |
|---|---|---|---|
| interest | securities | registered as holder (8) | |
| GOLD FIELDS | GOLD FIELDS | GOLD FIELDS | 16,000,000 ORD |
| AUSTRALIA PTY LTD | AUSTRALIA PTY LTD | AUSTRALIA PTY LTD | |
| Each member of the | GOLD FIELDS | GOLD FIELDS | 16,000,000 ORD |
| Gold Fields Group | AUSTRALIA PTY LTD | AUSTRALIA PTY LTD |
5. Consideration
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:
| Holder of relevant interest |
Date of acquisition | Consideration (9) | Class and number of securities | |
|---|---|---|---|---|
| Cash | Non-cash |
| GOLD FIELDS AUSTRALIA PTY LTD |
11/05/2017 | VENDOR CONSIDERATION |
16,000,000 |
|---|---|---|---|
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
| Name and ACN/ARSN (if applicable) | Nature of association |
|---|---|
| Each member of the Gold Fields Group |
See section 3 above |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Gold Fields Australia Pty Level 5, 50 Colin Street | |
| Ltd | West Perth WA 600 |
| Each member of the Gold | c/- Gold Fields Australia Pty Ltd |
| Fields Group | Level 5, 50 Colin Street |
| West Perth WA 600 |
Signature
| print name | Alexander Munt | capacity | DIRECTOR | |
|---|---|---|---|---|
| sign here | date | /05/2017 |
DIRECTIONS
- If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ 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 7 of the form.
- $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
- $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
- $(5)$ The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
- $(6)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
- $(7)$ Include details of:
- $(a)$ any relevant agreement or other circumstances by which the relevant interest was acquired. 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.
- If the substantial holder is unable to determine the identity of the person (eq. if the relevant interest arises because of an option) write $(8)$ "unknown":
- $(9)$ 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.
$\tilde{\nu}$
Annexure A
This is Annexure A of 4 pages (including this page) referred to in Form 603, Notice of initial substantial holder, given by Gold Fields Group.
18 May Dated: 2017
Signed:
Her
$\mathcal{O}^{\mathcal{O}}$
Name:
Alexander Munt Director Gold Fields Australia Pty Ltd
| Company | ACN/ABN/ARSN/Company number |
|---|---|
| Gold Fields Limited | N/A |
| GFL Mining Services Ltd | N/A |
| Gold Fields Holdings Company (BVI) Limited | N/A |
| Gold Fields Australia Pty Ltd | 098 385 285 |
| Gold Fields Australasia Pty Ltd | 087 624 600 |
| Corporate International Holdings BV | N/A |
| St Ives Holding Company Pty Ltd | 165 234 515 |
| St Ives Gold Mining Company Pty Ltd | 098 386 273 |
| Agnew Holding Company Pty Ltd | 165 234 659 |
| Agnew Gold Mining Company Pty Ltd | 098 385 883 |
| Agnew Heritage Pty Ltd | 155 888 949 |
| Darlot Holding Company Pty Ltd | 165 234 300 |
| GSM Holding Company Pty Ltd | 165 234 051 |
| Darlot Mining Company Pty Ltd | 165 235 245 |
| GSM Mining Company Pty Ltd | 165 235 030 |
| Gruyere Mining Company Pty Ltd | 615 729 005 |
| Gruyere Management Pty Ltd | 615 728 795 |
| Gold Fields Orogen Holding (BVI) Limited | N/A |
| Gold Fields Australasia (BVI) Limited | N/A |
| Gold Fields Corona (BVI) Limited | N/A |
| Gold Fields Peru Holdings (BVI) Limited | N/A |
| Gold Fields Latin America (BVI) Limited | N/A |
| Gold Fields Guinea (BVI) Limited | N/A |
| Gold Fields Fujian (BVI) Limited | N/A |
| Gold Fields Essakane (BVI) Ltd | N/A |
| Gold Fields Salares Norte Holdings (BVI) Ltd | N/A |
| Transmisora Norperuana Holdings (BVI) Ltd | N/A |
| Gold Fields Pircas (BVI) Ltd | N/A |
| Gold Fields Central Ashanti Holdings Limited. Gold Fields PDN Holdings Limited. |
N/A N/A |
| Gold Fields Ghana Holdings (BVI) Ltd | N/A |
| FSE Services Limited | N/A |
|---|---|
| Gold Fields Netherlands Cooperatief U.A. | N/A |
| Gold Fields Netherlands Services BV | N/A |
| Gold Fields Metals BV | N/A |
| Gold Fields Exploration BV | N/A |
| Gold Fields Canada Exploration BV | N/A |
| Gold Fields Philippines Holdings BV | N/A |
| Gold Fields La Cima S.A | N/A |
| Gold Fields Peru Exploraciones S.A. | N/A |
| Minera Gold Fields Peru S.A. | N/A |
| Compania Transmisora Norperuana SRL | N/A |
| Gold Fields Central Ashanti Venture Limited | N/A |
| Abosso Goldfields Ltd | N/A |
| Gold Fields Ghana Ltd | N/A |
| Gold Fields Exploration Ghana Ltd | N/A |
| Repadre Ventures (BVI) Inc | N/A |
| Repadre Finance (BVI) Inc | N/A |
| Orogen Investment SA | N/A |
| Gold Fields International Services Limited | N/A |
| Gold Fields Exploration Inc. | N/A |
| Toodoggone Exploration Corporation | N/A |
| Gold Fields Selwyn Exploration Corp | N/A |
| Gold Fields Abitibi Exploration Corp | N/A |
| Gold Fields Sudbury Exploration Corp | N/A |
| GFE Exploration Corp | N/A |
| Gold Fields Canada Exploration Holdings Inc. | N/A |
| 38978 Yukon Inc. | N/A |
| Gold Fields Pircas Ltda | N/A |
| Minera Gold Fields Salares Norte Limitada | N/A |
| Gold Fields Chile S.A. | N/A |
| Gold Fields Pedernales Ltda | N/A |
| Gold Fields Finland OY | N/A |
| Gold Fields Arctic Platinum OY | N/A |
| Gold Fields Finland Holding OY | N/A |
|---|---|
| Gold Fields Do Brasil Mineracao | N/A |
| Gold Fields Switzerland Holdings A.G. | N/A |
| Far Southeast Gold Resources Inc. (40%) | N/A |
| Bolivar Gold Corporation | N/A |
| Hualgayoc Holdings S.A.C | N/A |
| Consolidada de Hualgayoc S.A. | N/A |
| Gold Fields Argentina Holdings BV | N/A |
| Gold Fields Argentina SA | N/A |
| GRF Corp BV | N/A |
| Gold Fields Dominicana Exploraciones SA | N/A |
| Gold Fields Guinea SARL | N/A |
| Minera Gold Fields S.A | N/A |
| Gold Fields KR Limited Liability Company | N/A |
| Gold Fields Philippines Corporation | N/A |
| Gold Fields Philippines Exploration Corporation | N/A |
$\sim$