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METRO MINING LIMITED — Major Shareholding Notification 2024
Jun 5, 2024
65351_rns_2024-06-05_62bfb2f1-5700-4d2d-a4fb-578753c44e87.pdf
Major Shareholding Notification
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DocuSign Envelope ID: 7F1D11A9-4D1A-4637-8E39-7CFF6D02ABFF
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 31 / 05 / 2024 The previous notice was given to the company on 17 / 04 / 2024 The previous notice was dated 15 / 04 / 2024
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 (Shares) | 833,616,790 | 17.22% (on the basis that the | 833,616,790 | 14.03% (on the basis that the |
| Company then had | Company then had | |||
| 4,842,148,595 Shares on | 5,939,709,476 Shares on | |||
| issue) | 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 relevant | Nature of change (6) | Consideration given in | Class and number of | Person’s votes |
|---|---|---|---|---|---|
| interest changed | relation to change(7) | securities affected | affected | ||
| 31 May 2024 | Greenstone Australia LP | Dilution as a result of | N/A | N/A | N/A |
| and Greenstone | allotment of securities | ||||
| Delaware in its capacity | with a placement and | ||||
| as general partner of | SPP | ||||
| Greenstone Australia LP | |||||
| 31 May 2024 | Greenstone | Dilution as a result of | N/A | N/A | N/A |
| Management | allotment of securities | ||||
| with a placement and | |||||
| SPP |
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 | Registered holder of | Person entitled to be | Nature of relevant interest | Class and number of | Person’s votes |
|---|---|---|---|---|---|
| interest | securities | registered as holder(8) | (6) | securities | |
| Greenstone Delaware in | Greenstone Delaware in | Greenstone Delaware in | As the registered holder of | 833,616,790 Shares | 833,616,790 |
| its capacity as general | its capacity as general | its capacity as general | the Shares under section | ||
| partner of Greenstone | partner of Greenstone | partner of Greenstone | 608(1) of the Act. | ||
| Australia LP | Australia LP | Australia LP | |||
| Greenstone | Greenstone Delaware in | Greenstone Delaware in | By reason of being the sole | 833,616,790 Shares | 833,616,790 |
| Management | its capacity as general | its capacity as general | shareholder of and thus | ||
| partner of Greenstone | partner of Greenstone | controlling Greenstone | |||
| Australia LP | Australia LP | Delaware (section 608(3)(b) | |||
| oftheAct). |
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DocuSign Envelope ID: 7F1D11A9-4D1A-4637-8E39-7CFF6D02ABFF
604 GUIDE
page 2/1 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 and ACN/ARSN(if applicable) | Nature of association |
|---|---|
| N/A | N/A |
6. Addresses
The addresses of the persons named in this form are as follows:
| Name | Address |
|---|---|
| Greenstone Australia LP | c/o Aztec Group,East Wing,Trafalgar Court,Les Banques,St Peter Port,Guernsey,GY1 3PP |
| Greenstone Delaware in its capacity as general | c/o Aztec Group, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY1 3PP |
| partner of Greenstone Australia LP | |
| GreenstoneManagement | c/oAztec Group,EastWing,TrafalgarCourt,LesBanques, StPeter 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 05 / 06 / 2024
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.
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(4) The voting shares of a company constitute one class unless divided into separate classes.
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(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.
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(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". (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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