PERSEUS MINING LIMITED — Major Shareholding Notification 2019

May 2, 2019

Form 605 Corporations Act 2001

Section 671B

Notice of ceasing to be a 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 4).
N/AACN/ARSN (if applicable)
The holder ceased to be a
substantial holder on	30/04/2019
The previous notice was given to the company on	20/03/2019
The previous notice was dated	19/03/2019

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 ofchange	Person whoserelevant interestchanged	Nature ofchange $(4)$	Considerationgiven in relationto change (5)	Class (6) andnumber ofsecuritiesaffected	Person's votesaffected
	[Van Eck Associates]See Annexure ACorporation (VEAC)

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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

4. Addresses

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

Name	Address
VEAC	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

print name ANDREW TILZER	capacity	AVP
sign here	date	G2/05/2019

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 andtrustee of an equity trust), the names could be included in an ann $(1)$ 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 4 of the form.
• $(2)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• $(3)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $(4)$ Include details of:
  • 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, moneys and other, that any person from whom a relevant interest was acquired has, or $(5)$ 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.
• $(6)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(7)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Holder of relevant			Consideration	Consideration
interest	Date of Acquisition	B/S	Cash	Non-Cash	Number of Securities
GDXJ	03/18/2019 B		37,621.03		81,462
GDXJ	03/19/2019 S			In-Kind	501,468
GDXJ	03/25/2019 B			In-Kind	68,370
GDXJ	03/26/2019 B			In-Kind	182,304
GDXJ	03/28/2019 S			In-Kind	592,488
GDXJ	04/05/2019B			In-Kind	227,910
GDXJ	04/09/2019 S			In-Kind	865,982
GDXJ	04/10/2019 B			In-Kind	205,092
GDXJ	04/11/2019 B			In-Kind	227,930
GDXJ	04/23/2019 B			In-Kind	228,210
GDXJ	04/26/2019 B			In-Kind	228,230
GDXJ	04/29/2019 B			In-Kind	182,560
UCTGDXJ	03/18/2019 B		1,849.50		4,062
In-Kind transactions result from UCTGDXJ receiving a basket of securities (including PERSEUSMINING LTD) in exchange for securities in UCTGDXJ.

This is Annexure A of 1 page referred to in Form 605 - Notice of ceasing to be a substantial holder.

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