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METRO MINING LIMITED — Major Shareholding Notification 2021
Jul 21, 2021
65351_rns_2021-07-21_e7d60fa9-3f68-433d-9c30-03e80d91aef7.pdf
Major Shareholding Notification
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DocuSign Envelope ID: 45AD8C94-1C0D-4178-B291-F2A633CB5323
604 GUIDE page 1/1 13 March 2000
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
To: Company Name/Scheme Metro Mining Limited ( Company ) ACN/ARSN 117 763 443 1. Details of substantial holder (1) Name Greenstone Resources II (Australia) Holdings L.P ( Greenstone Australia LP ), Greenstone Management (Delaware) II LLC ( Greenstone Delaware ) in its capacity as general partner of Greenstone Australia LP, and Greenstone Management II Limited ( Greenstone Management ) ACN\ARSN (if applicable) N/A There was a change in the interests of the substantial holder on 22 / 07 / 2021 The previous notice was given to the company on 06 / 07 / 2021 The previous notice was dated 06 / 07 / 2021
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) | Previousnotice | Previousnotice | Presentnotice | Presentnotice |
|---|---|---|---|---|
| Person’svotes | Voting power(5) | Person’svotes | Voting power(5) | |
| Fully paid ordinary shares(Shares) | 587,785,791 | 28.77% | 587,785,791 | 24.01% (on the basis that theCompany has 2,448,511,848Shares on issue) |
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 relevantinterest changed | Nature of change (6) | Consideration given inrelation to change (7) | Class andnumber ofsecuritiesaffected | Person’s votes affected |
|---|---|---|---|---|---|
| 22 July 2021 | Greenstone Australia LPand GreenstoneDelaware in its capacityas general partner ofGreenstone Australia LP | Decrease in percentageof substantial holdingdue to dilution arisingfrom the Companyissuing shares pursuantto the retail component ofthe entitlement offerreferred to in theCompany’s ASXannouncements on 25June 2021 and 28 June2021. | N/A | 587,785,791Shares | 587,785,791 |
| 22 July 2021 | GreenstoneManagement | By reason of being thesole shareholder of andthus controllingGreenstone Delaware(section 608(3)(b) of theCorporations Act 2001(Cth) (theAct)). | N/A | 587,785,791Shares | 587,785,791 |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
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DocuSign Envelope ID: 45AD8C94-1C0D-4178-B291-F2A633CB5323
| 604 GUIDEpage 2/113 March 2000 | 604 GUIDEpage 2/113 March 2000 | 604 GUIDEpage 2/113 March 2000 | 604 GUIDEpage 2/113 March 2000 | 604 GUIDEpage 2/113 March 2000 | |
|---|---|---|---|---|---|
| Holder ofrelevantinterest | Registered holder ofsecurities | Person entitled to beregistered as holder (8) | Nature of relevantinterest (6) | Class andnumber ofsecurities | Person’s votes |
| GreenstoneDelaware in itscapacity asgeneral partnerof GreenstoneAustraliaLP | Greenstone Delaware inits capacity as generalpartner of GreenstoneAustralia LP | Greenstone Delaware inits capacity as generalpartner of GreenstoneAustralia LP | As the registered holderof the Shares undersection 608(1) of the Act. | 587,785,791Shares | 587,785,791 |
| GreenstoneManagement | Greenstone Delaware inits capacity as generalpartner of GreenstoneAustralia LP | Greenstone Delaware inits capacity as generalpartner of GreenstoneAustralia LP | By reason of being thesole shareholder of andthus controllingGreenstone Delaware(section 608(3)(b) of theAct). | 587,785,791Shares | 587,785,791 |
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DocuSign Envelope ID: 45AD8C94-1C0D-4178-B291-F2A633CB5323
604 GUIDE page 3/1 13 March 2000
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 andACN/ARSN(ifapplicable) | Nature ofassociation |
|---|---|
| N/A | N/A |
6. Addresses
The addresses of the persons named in this form are as follows:
| Name | Address |
|---|---|
| GreenstoneAustraliaLP | c/oAztec Group,EastWing,TrafalgarCourt,LesBanques, StPeter Port, Guernsey, GY13PP |
| Greenstone Delaware in its capacity as general | c/o Aztec Group, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY13PP |
| partnerofGreenstoneAustraliaLP | |
| Greenstone Management | c/o Aztec Group, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY13PP |
Signature
print name Gavin Hayman capacity Director of Greenstone Management and authorised representative of the other entities in section 1 sign here date 22 / 07 / 2021
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 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.
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(6) Include details of:
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(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
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(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).
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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.
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(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".
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(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
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