Quay Quarter Tower 50 Bridge Street, Sydney NSW 2000, Australia GPO Box 9925, Sydney NSW 2001, Australia Tel +61 2 9210 6500 Fax +61 2 9210 6611 www.corrs.com.au

Sydney Melbourne Brisbane Perth Port Moresby

19 February 2024

Online lodgement

The Manager Market Announcements Office ASX Limited Level 40, Central Park 152-158 St George's Terrace PERTH WA 6000

Contacts Andrew Lumsden +61 2 9210 6385 Email: [email protected] Lizzie Knight Email: [email protected]

Dear Sir/Madam

Takeover bid by Perseus Mining Limited for OreCorp Limited - completion of despatch of bidder's statement

We act for Perseus Mining Limited ACN 106 808 986 (ASX: PRU) (Perseus), in relation to its offmarket takeover bid under Chapter 6 of the Corporations Act 2001 (Cth) (Corporations Act) for all of the current and to be issued securities in OreCorp Limited ACN 147 917 299 (ASX: ORR) (OreCorp) (Offer).

We also refer to the application lodged on behalf of Perseus on 12 February 2024, requesting ASIC consent to an abridgement of the 14-day despatch period as set out in item 6 of the table in section 633(1) of the Corporations Act (as notionally modified by section 5(a)(b) of ASIC Corporations (Replacement Bidder's Statement and Target's Statements) Instrument 2023/688 (LI 2023/688), so as to allow the Replacement Bidder's Statement to be despatched to shareholders of OreCorp within a 3 day period commencing on 19 February 2023 (being the earliest date for despatch of the offers under the Replacement Bidder's Statement).

On 16 February 2024, Perseus received ASIC's agreement (within the meaning of item 6 of subsection 633(1) of the Act as modified by LI 2023/688) to the Replacement Bidder's Statement being sent to shareholders of OreCorp on or after Monday, 19 February 2024.

We attach, by way of service pursuant to section 633(1) item 8 of the Corporations Act, a notice confirming that Perseus has today completed despatch of its replacement bidder's statement dated 16 February 2024 (Bidder's Statement), which includes an offer dated 19 February 2024, as required by section 633(1) item 6 of the Corporations Act.

Yours faithfully

Corrs Chambers Westgarth

Lizzie Knight Partner attachments

3448-4179-2299v1

Notice of completion of despatch of bidder's statement and offers

Section 633(1), item 8 of the Corporations Act 2001 (Cth)

To: Australian Securities Exchange (ASX)

Perseus Mining Limited ACN 106 808 986 (ASX: PRU) (Perseus) gives notice that it has today completed despatch of its replacement bidder's statement dated 16 February 2024 (Bidder's Statement), which includes an offer dated 19 February 2024 to each person registered as the holder of fully paid ordinary securities in OreCorp Limited ACN 147 917 299 (ASX: ORR) (OreCorp) as at 7.00pm (Sydney time) on 29 January 2024, being the date set by Perseus in accordance with its original bidder's statement dated 29 January 2024 under section 633(2) of the Corporations Act.

In accordance with section 110D and section 633(1), item 7 of the Corporations Act 2001 (Cth), despatch to OreCorp shareholders occurred by sending to each OreCorp shareholder's registered postal address a copy of the Bidder's Statement, as well as a Transfer and Acceptance Form (Acceptance Form).

A copy of the Acceptance Form is attached to this notice.

Date: 19/02/2024

Signed for and on behalf of Perseus Mining Limited ACN 106 808 986 by:

……………………………………..

Jeffrey Quartermaine Chairman and Chief Executive Officer

Return your Form:

By Mail: Computershare Investor Services Pty Limited GPO Box 52 Melbourne Victoria 3001 Australia

[email protected]

(within Australia) 1300 264 749 (outside Australia) +61 3 9415 4837

Takeover Acceptance Form

ORRTK2

*S000001Q01*

UNIT 123

MR SAM SAMPLE

SAMPLE STREET SAMPLETOWN NSW 2001

ISSUER

Your form must be received by the end of the Offer Period.

This form and the Bidder's Statement are important documents that require your immediate attention. This form relates to an offer ("Offer") by Perseus Mining Limited ("Perseus") (ABN 27 106 808 986) to acquire all of your OreCorp Shares in OreCorp Limited ("OreCorp") (ABN 24 147 917 299) the terms of which are set out in the Bidder's Statement from Perseus dated 29 January 2024 as replaced or supplemented (the "Bidder's Statement"). Capitalised terms used in this form have the same meaning as in the Bidder's Statement, unless otherwise defined.

If you are in doubt about how to deal with this Offer, please contact your financial or other professional advisor.

Note this form can only be used in relation to the securityholding represented by the details printed above and overleaf.

Step 1: Registration Name & Offer Details

Your consideration will be issued to the name(s) as they appear on the latest copy of the OreCorp register, as provided to Perseus. The current address recorded by Perseus is printed above and overleaf. If you have recently bought or sold OreCorp Shares your holding may differ from that shown. If you have already sold all your OreCorp Shares, do not complete or return this form.

Step 2: Accept the Offer

Only sign and return this form if you wish to accept the Offer for ALL of your OreCorp Shares.

Step 3: CGT Declaration

Please refer to sections 7.5 of the Bidder's Statement for further details before completing step 3 overleaf. If you MARK the box in step 3, Perseus WILL withhold a sufficient portion of the Offer consideration otherwise payable to you to enable the payment of 12.5% Capital Gains Tax (CGT) withholding tax to the Australian Taxation Office.

Step 4: Signing Instructions

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders must sign.

Power of Attorney: Where signing as Power of Attorney (POA), you must attach an original certified copy of the POA to this form. Companies: Where the holding is in the name of a Company, this form must be signed in accordance with the Corporations Act, either as:

a Sole Director and Sole Company Secretary OR a Sole Director (if no Company Secretary exists), OR
• two Directors, OR
• a Director and Secretary.

Overseas Companies: Where the holding is in the name of an Overseas company (companies incorporated outside Australia) the form must be signed as above, or documentation must be provided showing that the company can sign in an alternate manner. Deceased Estate: All executors must sign and a certified copy of Probate or Letters of Administration must accompany this form.

Entering contact details is not compulsory, but will assist us if we need to contact you.

I 1111111111 I ND

For your security keep your SRN/

HIN confidential.

Takeover Acceptance Form

STEP 1

Registration Name & Offer Details

Registration Name: MR SAM SAMPLE UNIT 123 SAMPLE STREET SAMPLETOWN NSW 2001

Offer Details:

Securityholding as at Register Date:

2000

By accepting the Offer, you are accepting the Offer for ALL the OreCorp Shares as recorded by OreCorp as being held by you at the date your acceptance is processed (even if different to the number stated above).

STEP 2 Accept the Offer

Only sign and return this form if you wish to accept the Offer for ALL of your OreCorp Shares. The consideration applicable is set out in the terms of Perseus' Offer.

STEP 3 CGT Declaration

Please refer to sections 7.5 of the Bidder's Statement for further details before completing the below section. If you MARK this box, Perseus WILL withhold a sufficient portion of the Offer consideration otherwise payable to you to enable the payment of 12.5% Capital Gains Tax (CGT) withholding tax to the Australian Taxation Office.

By leaving this box blank, I/we declare that

I/we am/are an Australian tax resident OreCorp Shareholder; or
I/we am/are not Australian tax resident and I/we together with my/our associates, have held less than 10% of the OreCorp Shares at the time of accepting the Offer or for a continuous 12 month period during the two years preceding that time.

By MARKING this box, I/we declare that:

I/we am/are a foreign tax resident OreCorp Shareholder; and
I/we am/are not Australian tax resident and I/we together with my/our associates, have held 10% or more of the OreCorp Shares at the time of accepting the Offer or for a continuous 12 month period during the two years preceding that time.

STEP 4

Signature of Securityholder(s) This section must be completed.

I/We accept the Offer made by Perseus for OreCorp Shares and I/we agree to be bound by the terms and conditions of the Offer and transfer ALL of my/our OreCorp Shares as per the above instruction.

Telephone

Individual or Securityholder 1 Securityholder 2 Securityholder 3

Sole Director and Sole Company Secretary/ Sole Director (cross out titles as applicable)

Contact

Contact Daytime

Director	Director/Company Secretary(cross out titles as applicable)

Name Date / /

Privacy Notice

Return your Form:

To Your Controlling Participant: Return this form directly to your stockbroker

By Mail: Computershare Investor Services Pty Limited GPO Box 52 Melbourne Victoria 3001 Australia

By Email: [email protected]

|--|

(within Australia) 1300 264 749 (outside Australia) +61 3 9415 4837

Takeover Acceptance Form

ORRTK2

UNIT 123

MR SAM SAMPLE

SAMPLE STREET SAMPLETOWN NSW 2001

CHESS

Your form must be received with sufficient time to allow processing prior to the end of the Offer Period.

If you are in doubt about how to deal with this Offer, please contact your financial or other professional advisor.

Note this form can only be used in relation to the securityholding represented by the details printed above and overleaf.

Step 1: Registration Name & Offer Details

Step 2: Accept the Offer

Only sign and return this form if you wish to accept the Offer for ALL of your OreCorp Shares.

As your OreCorp Shares are in a CHESS holding, you may contact your Controlling Participant directly (normally your stockbroker) with instructions to accept the Offer. If you do this, your Controlling Participant will provide you with details as to what they require in order to accept the Offer on your behalf. If you want Perseus to contact your Controlling Participant on your behalf, sign and return this form to the address above so that it is received in sufficient time to allow your instruction to be acted upon by the close of the Offer Period. This will authorise Perseus and Computershare Investor Services Pty Limited ("CIS") to request your Controlling Participant to initiate acceptance of the Offer on your behalf.

By signing this form, you warrant to Perseus (and authorise Perseus to warrant on your behalf) that you have full legal and beneficial ownership of the OreCorp Shares to which this form relates and that Perseus will acquire them free from all mortgages, charges, liens, encumbrances (whether legal or equitable), restrictions on transfer of any kind and free from any third party rights.

You should allow sufficient time for your Controlling Participant or Perseus to initiate the acceptance of Perseus's Offer on your behalf. Neither Perseus or CIS will be responsible for any delays incurred by the process of requesting your Controlling Participant to accept the Offer.

Step 3: CGT Declaration

Step 4: Signing Instructions

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders must sign.

a Sole Director and Sole Company Secretary OR a Sole Director (if no Company Secretary exists), OR
• two Directors, OR
• a Director and Secretary.

Probate or Letters of Administration must accompany this form.

Entering contact details is not compulsory, but will assist us if we need to contact you.

X 2222222222 I ND

For your security keep your SRN/