PERSEUS MINING LIMITED — Major Shareholding Notification 2018

Aug 2, 2018

Form 604 Corporations Act 2001
Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Perseus Mining Limited
ACN/ARSN	106 808 986
1. Details of substantial holder (1) Name		Van Eck Associates Corporation (and its associates referred to in paragraph 6).
ACN/ARSN (if applicable)	N/A
There was a change in the interests of the
substantial holder on		31/07/2018
The previous notice was given to the company on		10/05/2018
The previous notice was dated		09/05/2018

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)
Ordinary shares	51.840.238	5.01%	62,222,149	6.01%

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 interest changed	Nature of change $(6)$	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
	[Van Eck Associates] See Annexure A Corporation (VEAC)

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
VEAC	Bank of New York Mellon as custodian lfor VanEck Vectors Junior Gold Miners ETF	VanEck Vectors Uunior Gold Miners ETF(GDXJ)	NEAC holds its relevant interest by having the power to exercise, control the exercise of, or influence the exercise of. the voting powers or disposal of the securities Ito which the relevant linterest relates in the ordinary course of linvestment management lbusiness.	Ordinary shares 61,284,077	5.92%

Bank of New York VEAC Mellon as custodian for VanEck Vectors Junior Gold Miners IUCITS ETF	VanEck Vectors Junior Gold Miners IUCITS ETF (UCTGDXJ)	Same as above.	Ordinary shares 938.072	0.09%
--------------------------------------------------------------------------------------------------------------------------------	-------------------------------------------------------------------------------	----------------	----------------------------	-------	--

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

6 Addresses

The addresses of persons named in this form are as follows:

Name	Address
IVEAC	666 Third Avenue, New York, NY 10017
Van Eck Securities Corporation	666 Third Avenue, New York, NY 10017
Van Eck Absolute Return Advisers, Inc.	666 Third Avenue, New York, NY 10017
VanEck Australia Pty Ltd	Level 4 Aurora Place, 88 Phillip Street, Sydney NSW 2000
VanEck Investments Limited	Level 4 Aurora Place, 88 Phillip Street, Sydney NSW 2000

Signature

DIRECTIONS

• 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 $(1)$ 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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• Include details of: $(6)$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $(a)$ 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
• 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 $(b)$ 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.

• 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, $(7)$ 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 on 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.
• 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". $(8)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

Holder of relevant			Consideration	Consideration
interest	Date of Acquisition	B/S	Cash	Non-Cash	Number of Securities
GDXJ	05/09/2018 B			In-Kind	368,800
GDXJ	05/11/2018B			In-Kind	184,400
GDXJ	05/15/2018B			In-Kind	129,080
GDXJ	05/17/2018B			In-Kind	147,520
GDXJ	05/21/2018B			In-Kind	129,073
GDXJ	05/23/2018B			In-Kind	405,680
GDXJ	05/24/2018 B			In-Kind	147,520
GDXJ	05/31/2018B			In-Kind	147,504
GDXJ	06/01/2018 B			In-Kind	129,066
GDXJ	06/04/2018 B			In-Kind	147,504
GDXJ	06/05/2018B			In-Kind	110,628
GDXJ	06/12/2018B			In-Kind	92,180
GDXJ	06/13/2018B			In-Kind	737,520
GDXJ	06/14/2018B			In-Kind	147,504
GDXJ	06/15/2018B		1, 153, 151.47		2,532,626
GDXJ	06/19/2018B			In-Kind	154,976
GDXJ	06/21/2018B			In-Kind	290,595
GDXJ	06/22/2018B			In-Kind	154,984
GDXJ	06/26/2018B			In-Kind	251,823
GDXJ	06/28/2018B			In-Kind	251,836
GDXJ	06/29/2018B			In-Kind	154,992
GDXJ	07/03/2018B			In-Kind	116,238
GDXJ	07/05/2018B			In-Kind	891,066
GDXJ	07/12/2018B			In-Kind	271,194
GDXJ	07/16/2018B			In-Kind	232,452
GDXJ	07/16/2018B		58,530.42		132,449
GDXJ	07/18/2018B			In-Kind	193,700
GDXJ	07/18/2018B		24,275.27		59,897
GDXJ	07/19/2018B			In-Kind	154,960
GDXJ	07/20/2018B			In-Kind	291,420
GDXJ	07/23/2018B			In-Kind	155,136
GDXJ	07/26/2018B			In-Kind	290,880
GDXJ	07/30/2018B			In-Kind	193,920
GDXJ UCTGDXJ	07/31/2018B 05/09/2018B			In-Kind	504,166
UCTGDXJ	05/11/2018B		7,536.09 692.16		15,379
UCTGDXJ	06/15/2018 B		18,847.45		1,441 41,394
UCTGDXJ	06/18/2018B		1,063.45		2,443
UCTGDXJ	06/19/2018B		6,944.85		16,150
UCTGDXJ	07/20/2018B		744.67		1,815
	In-Kind transactions result from UCTGDXJ receiving a basket of securities (including PERSEUS MINING LTD) in exchange for securities in UCTGDXJ.

This is Annexure A of 1 page referred to in Form 604 - Notice of change of interests of substantial holder.

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