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PERSEUS MINING LIMITED — Major Shareholding Notification 2020
Sep 8, 2020
46513_rns_2020-09-08_93d8a63c-126c-4113-9a8c-b68dd29162cb.pdf
Major Shareholding Notification
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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 | Dimensional Entities |
|---|---|
| ACN/ARSN (if applicable) | See Annexure A |
| The holder ceased to be substantialholder onThe previous notice was given to thecompany onThe previous notice was dated | 04/09/202027/11/201927/11/2019 |
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'svotesaffected |
|---|---|---|---|---|---|
| See Annexure B |
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 |
|---|---|
| N/A | |
4. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| See Annexure C | |
Signature
Dimensional Fund Advisors LPBy: Dimensional Holdings Inc., its General Partner
| print name By: Valerie A. Brown | capacity | Assistant Secretary and VicePresident | |
|---|---|---|---|
| sign here $\frac{1}{2}$ | date | September 8, 2020 |
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 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:
- (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
- (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).
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
- (5) 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 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.
GUIDE This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 605.
| Signature | This form must be signed by either a director or a secretary of the substantial holder. |
|---|---|
| Lodging period | Nil |
| Lodging Fee | Nil |
| Other forms to becompleted | Nil |
| Additional information | (a) If additional space is required to complete a question, the information may beincluded on a separate piece of paper annexed to the form. |
| (b) This notice must be given to a listed company, or the responsible entity for a listedmanaged investment scheme. A copy of this notice must also be given to eachrelevant securities exchange. | |
| (c) The person must give a copy of this notice: | |
| (i)within 2 business days after they become aware of the information; or | |
| (ii) by 9.30 am on the next trading day of the relevant securities exchange after theybecome aware of the information if: | |
| (A)a takeover bid is made for voting shares in the company or voting interestsin the scheme; and | |
| (B)the person becomes aware of the information during the bid period. | |
| Annexures | To make any annexure conform to the regulations, you must |
| 1 use A4 size paper of white or light pastel colour with a margin of at least 10mm on allsides | |
| 2 show the corporation name and ACN or ARBN | |
| 3 number the pages consecutively | |
| 4 print or type in BLOCK letters in dark blue or black ink so that the document is clearlylegible when photocopied | |
| 5 identify the annexure with a mark such as A, B, C, etc | |
| 6 endorse the annexure with the words:This is annexure (mark) of (number) pages referred to in form (form number and title) | |
| 7 sign and date the annexure | |
| The annexure must be signed by the same person(s) who signed the form. | |
Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.
ANNEXURE A Perseus Mining Limited ACN 106 808 986
DETAILS OF SUBSTANTIAL HOLDERS $1. ,$
In this Form 605, references to the "Dimensional Entities" are references to the following persons and entities and their respective associates and related bodies corporate:
| Name | DFA Australia Limited (a subsidiary of Dimensional Fund Advisors LP)ACN 065 937 671 |
|---|---|
| Name | Dimensional Fund Advisors LP |
| Name | Dimensional Fund Advisors Ltd. (a subsidiary of Dimensional Fund Advisors LP) |
| Name | Dimensional Fund Advisors Canada ULC (a subsidiary of DFA Canada LLC) |
| Name | DFA Canada LLC (a subsidiary of Dimensional Fund Advisors LP) |
| Name | Dimensional Fund Advisors Pte. Ltd. (a subsidiary of Dimensional Advisors Ltd.) |
| Name | Dimensional Advisors Ltd. (a subsidiary of Dimensional Fund Advisors LP) |
| Name | Dimensional Holdings Inc. (general partner of Dimensional Fund Advisors LP) |
| Name | Dimensional Holdings LLC (limited partner of Dimensional Fund Advisors LP) |
| Name | David Booth |
| Name | Rex Sinquefield |
This is Annexure "A" referred to in Form 605: Notice of ceasing to be a substantial holder
| Date: | September 8, 2020 | |
|---|---|---|
Print Name: Dimensional Fund Advisors LP By: Dimensional Holdings Inc., its General Partner By: Valerie A. Brown
Signature:
Capacity: Assistant Secretary and Vice President
$\ell$
∕
ANNEXURE B Perseus Mining Limited ACN 106 808 986
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:
| ChangeofDate | whose relevant interest changedPerson | Change (4)ofNature | relation to change (5)Consideration | given in | andofsecuritiesaffectedmberClass (6)nu | Person'saffectedvotes |
|---|---|---|---|---|---|---|
| wing relevant interests inDimprising thempanies and individuals coLTD:hold the folloMININGPERSEUSabove)shares indefinedThe co | paidEntities (asordinary fullymensional | |||||
| mesScheRegistered(a) | ||||||
| ment schevoting rights attached to these securities and /or theexercise,wer todisposalpohas theof themitedexerciseLiAustraliathe follocontrol theDFAof | orentityof,of,exercisedisposeof these securities as responsibleor control thewer topo | |||||
| managed investwing registered | mes: | |||||
| 2019Ͳ20200213SepJul | TrustEquityCoreAustralianmensionalDi | Purchase/Transfer | $ | 1,466,979.80 | 1,539,617 | 1,539,617 |
| 2019Ͳ2020Aug 3105Sep | TrustSustainabilityAustralianmensionalDi | Purchase/Transfer | $ | 354,449.56 | 341,879 | 341,879 |
| 2019ͲMay 23 | ||||||
| 202003Sep | TrustmpanyComallSAustralianmensionalDi | Purchase/Sale | $ | 142,700.67 | 267,443 | 267,443 |
| 2019Ͳ22Oct | ||||||
| 202003Sep | TrustValueAustralianmensionalDi | Purchase/Sale | $ | (478,178.80) | (194,408) | (194,408) |
| MandatesInstitutional(b) | ||||||
| exercise,wer topohas themitedLiAustraliaDFA | of,exerciseor control the | |||||
| voting rights attached to these securities and /or the | orof,disposewer topo | |||||
| of these securitiesdisposalof theexercisecontrol the | wingunder the follo | |||||
| with institutional investors:mandates |
| 2020ͲJul202003Jul29 | mitedLiAustraliaDFAbyAccount advisedSeparate | Sale/Transfer | $42,418.64 | 35,477 | 35,477 |
|---|---|---|---|---|---|
| 2019Ͳ19Sep | |||||
| 201930Sep | mitedLiAustraliaDFAbyAccount advisedSeparate | Transfer | $(107,280.63) | (151,279) | (151,279) |
| 2019Ͳ20202423FebOct | mitedLiAustraliaDFAbyAccount advisedSeparate | Purchase | $321,407.50 | 291,436 | 291,436 |
| 202001Sep | mitedLiAustraliaDFAbyAccount advisedSeparate | Sale | $(101,770.33) | (71,054) | (71,054) |
| 2019Ͳ20200327SepJun | mitedLiAustraliaDFAbyAccount advisedSeparate | Sale | $(4,344,336.08) | (5,368,506) | (5,368,506) |
| 2020Apr 27 | mitedLiAustraliaDFAbyAccount advisedSeparate | Transfer | $(235,629.48) | (199,686) | (199,686) |
| 2019Ͳ20200414SepOct | mitedLiAustraliaDFAbyAccount advisedSeparate | Purchase/Sale/Transfer | $(1,930,813.54) | (1,360,279) | (1,360,279) |
| MandatesEntities Funds andmensionalDiOther(c) | |||||
| of,disposewer topohas themitedLiAustraliaDFA | exerciseor to control the | ||||
| of, these securitiesdisposewer topoof the | mentsunder subͲadvisory agree | ||||
| meotherwithmentsand consulting services agree | mensionalDiof thembers | ||||
| mutual funds andwingEntities in relation to the follo | mandates: | ||||
| 2019Ͳ09Sep | FundmensionalDibyAdvisedAccountSeparate | ||||
| 2020Aug 31 | Advisors LP | Purchase/Sale | $137,624.94 | 243,587 | 243,587 |
| FundmensionalDibyAccount advisedSeparate | |||||
| 201907Oct | Advisors Ltd. | Purchase | $29,045.17 | 40,502 | 40,502 |
| 2019ͲJul31Jul | ofa seriesCap Fund,Mid&mallWestbury SOld | ||||
| 202017 | Westbury Funds, Inc.Old | Sale | $(206,549.33) | (241,332) | (241,332) |
| 2019ͲAug 30 | FundmensionalDibyAccount advisedSeparate | ||||
| 201918Oct | Advisors LP | Purchase/Transfer | $(402,140.15) | (523,633) | (523,633) |
| FundmensionalDibyAccount advisedSeparate | |||||
| 202005Aug | Advisors Ltd. | Sale | $(142,487.64) | (91,951) | (91,951) |
| 2019ͲAug 30 | DFAofPortfolioVector EquityInternational | ||||
| 2020Mar 17 | Group Inc.mensionsDimentInvest | Purchase | $532,029.67 | 628,576 | 628,576 |
| 2020Ͳ08Jul | FundmensionalDibyAccount advisedSeparate | ||||
| 2020Aug 31 | Advisors LP | Sale | $(212,790.75) | (150,789) | (150,789) |
| DFAofPortfolio1CoreSustainabilityInternational | |||||
| 2020Apr 22 | Group Inc.mensionsDimentInvest | Purchase | $47,823.31 | 44,622 | 44,622 |
| 202005Feb | ofEquity FundCoreplcSustainabilityFundsmensionalGlobalDi | Purchase | $31,983.36 | 28,841 | 28,841 |
|---|---|---|---|---|---|
| 2019Ͳ2020Nov 2015Jun | FundsmensionalDiofValue FundTargetedGlobalplc | Purchase/Sale | $(45,322.91) | (21,667) | (21,667) |
| 201907Oct | plcFundsmensionalDiofEquity FundWorld | Purchase | $31,170.60 | 43,484 | 43,484 |
| DFAofPortfolioEquityCoreU.S.exWorld | |||||
| 201923Sep | Group Inc.mensionsDimentInvest | Purchase | $78,108.89 | 101,884 | 101,884 |
| mentDFA InvestofPortfoliomallSVA International | |||||
| 201906Nov | Group Inc.mensionsDi | Purchase | $27,499.05 | 30,229 | 30,229 |
| of JNLEquity FundCoreJNL/DFA International | |||||
| 201925Jun | TrustSeries | Purchase | $32,785.61 | 52,024 | 52,024 |
| 2019Ͳ21Oct | ofa seriesmpany Fund,ComallSInternational | ||||
| 2019Nov 20 | Hancock Funds IIJohn | Purchase | $59,551.23 | 72,969 | 72,969 |
| FundmensionalDibyadvisedFundSubͲadvised | |||||
| 201925Sep | Advisors LP | Transfer | $(81,054.93) | (104,587) | (104,587) |
| mallSmensional InternationalBrighthouse/Di | |||||
| 2019ͲNov 20 | Brighthouse FundsofPortfolio, a seriesmpanyCo | ||||
| 202026Feb | Trust II | Purchase | $147,532.02 | 146,788 | 146,788 |
| InternationalM | Purchase | $ | |||
| 201919Sep | Equity Fund | 32,552.00 | 43,898 | 43,898 | |
| FundmensionalDibyAccount advisedSeparate | |||||
| 202019Feb | Advisors Ltd. | Purchase | $32,752.96 | 26,891 | 26,891 |
| 2020Ͳ08Jul | FundmensionalDibyAccount advisedSeparate | ||||
| 2020Aug 31 | Advisors LP | Sale | $(157,178.04) | (111,547) | (111,547) |
| 2019Ͳ17Sep | DFAof Thempany SeriesComallPacific SAsiaThe | ||||
| 202020Jan | mpanyCoTrustmentInvest | Purchase | $2,412,495.79 | 2,496,438 | 2,496,438 |
| 2019Ͳ02Sep | DFAofPortfolioValueCapmallSDFA International | ||||
| 2020Aug 31 | Group Inc.mensionsDimentInvest | Purchase/Sale/Transfer | $1,291,581.11 | 2,412,047 | 2,412,047 |
| eachAdvisors LP andFundmensionalDi(d) | eachof its subsidiaries are | ||||
| me relevant interests in the securities ashave the samed todee | DFA | ||||
| FundmensionalDibecausemitedLiAustralia | DFAAdvisors LP controls | ||||
| mited;LiAustralia |
| each, individually or through trusts they control, have more than 20% votingrelevant interests in the securities as Dimensional Fund Advisors LP as theypower in Dimensional Holdings Inc., the general partner of Dimensional(e) David Booth and Rex Sinquefield are deemed to have the sameFund Advisors LP; |
|---|
| (f) Dimensional Fund Advisors LP and other members of the Dimensionalparagraph (c) above as investment manager or advisor to the mutual fundsEntities may also have relevant interests in the securities referred to inand mandates referred to in that paragraph. |
For the purpose of section 671B of the Corporations Act, as at September 4, 2020, the total votes attached to voting shares in which the Dimensional Entities have relevant interests in is 58,285,614, being 4.95% of the total votes attached to all voting shares in Perseus Mining Limited.
This is Annexure "B" referred to in Form 605: Notice of ceasing to be a substantial holder
September 8, 2020 Date:
By: Dimensional Holdings Inc., its General PartnerBy: Valerie A. Brown Dimensional Fund Advisors LP Print Name:
ali Signature:
Assistant Secretary and Vice President Capacity:
ANNEXURE C Perseus Mining Limited ACN 106 808 986
$\overline{4}$ . ADDRESSES
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| DFA Australia Limited | Level 43, 1 Macquarie Place, Sydney NSW 2000 |
| Dimensional Fund Advisors LP | 6300 Bee Cave Road, Building One, Austin, Texas, 78746, |
| United States of America | |
| Dimensional Fund Advisors Ltd. | 20 Triton Street, London NW1 3BF, United Kingdom |
| DFA Canada LLC | 6300 Bee Cave Road, Building One, Austin, Texas, 78746, |
| United States of America | |
| Dimensional Fund Advisors Canada ULC | 745 Thurlow Street, Suite 2110, Vancouver, British |
| Columbia V6E 0C5, Canada | |
| Dimensional Advisors Ltd. | 6300 Bee Cave Road, Building One, Austin, Texas, 78746, |
| United States of America | |
| Dimensional Fund Advisors Pte. Ltd. | 8 Marina View, Asia Square Tower 1, Suite #33-01, |
| Singapore 018960 | |
| Dimensional Holdings Inc. | 6300 Bee Cave Road, Building One, Austin, Texas, 78746, |
| United States of America | |
| Dimensional Holdings LLC | 6300 Bee Cave Road, Building One, Austin, Texas, 78746, |
| United States of America | |
| David Booth | 6300 Bee Cave Road, Building One, Austin, Texas, 78746, |
| United States of America | |
| Rex Sinquefield | 6300 Bee Cave Road, Building One, Austin, Texas, 78746, |
| United States of America |
This is Annexure "C" referred to in Form 605: Notice of ceasing to be a substantial holder
Print Name: Dimensional Fund Advisors LP By: Dimensional Holdings Inc., its General Partner By: Valerie A. Brown. 0
Signature:
Capacity: Assistant Secretary and Vice President