PERSEUS MINING LIMITED — Major Shareholding Notification 2024

Apr 3, 2024

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme		OreCorp Limited (ASX: ORR) (OreCorp)
ACN/ARSN	ACN 147 917 299
1. Details of substantial holder (1)
Name		Perseus Mining Limited (ASX/TSX: PRU) (Perseus) and each of the entities listed in Annexure A
ACN\ARSN (if applicable)	ACN 106 808 986
There was a change in the interests of the
substantial holder on	3/04/2024
The previous notice was given to the company on	28/03/2024
The previous notice was dated	28/03/2024

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	225,574,793	48.06%	232,592,981	49.55%

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 whoserelevant interestchanged	Nature of change (6)	Consideration given in relation to change(7)	Class andnumber ofsecuritiesaffected	Person's votesaffected
03/04/2024	Perseus	Increase in relevantinterest as a result ofacceptances of offersmade under an offmarket takeover bidpursuant to thereplacement bidder'sstatement dated 16February 2024, asreplaced orsupplemented(Offers) by Perseusfor all issued ORDsecurities in ORR(Offer AcceptanceContracts)	A$0.575 in cash for every 1 fully paidordinary security in ORR, subject to theterms and conditions of the Offer.	7,018,188ORD	7,018,188

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	Person entitled to be	Nature of relevant interest (6)	Class and	Person's votes
interest		of securities	registered as holder		number of
			(8)		securities
Perseus	(a)	The holders	Subject to the terms of	Perseus's relevant interest is as a result of	139,180,612	139,180,612
		of ORR	the Offer, Perseus	acceptances of the Offers ad/or transfers of	ORD
		securities		the ORR securities under the terms of the
		who have		Offer.
		accepted the
		Offers;
		and/or
	(b)	where
		transfers
		under the
		Offer
		Acceptance
		Contracts
		have
		completed,
		Perseus.
Centash Holdings Pty Ltd	Centash		Centash	Centash has a relevant interest under	93,412,369	93,412,369
(ACN 141 361 373)				section 608(1)(a) of the Corporations Act.	ORD
(Centash)
Perseus	Centash		Centash	Perseus has a relevant interest under	93,412,369	93,412,369
				section 608(3) of the Corporations Act as	ORD
				Perseus has control of Centash.

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
Perseus	Level 2, 437 Roberts Road, Subiaco WA 6008
Centash	Level 2, 437 Roberts Road, Subiaco WA 6008
Each of the associates listed in Annexure A	See Annexure A

Signature

print name	Martijn Bosboom	capacity General Counsel and Company Secretary
sign here		date 04/04/2024

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 7 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.
• (4) The voting shares of a company constitute one class unless divided into separate classes.
• (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• (6) 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.

• (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.
• (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.

ANNEXURE A

This is Annexure A of 6 pages marked Annexure A mentioned in the accompanying Form 604 (Notice of Change of Interests) signed by me and dated 04/04/2024:

_____________________________

Name: Martijn Bosboom

Title: General Counsel and Company Secretary

Name	ACN/ARSN	Address
Perseus Mining Limited (substantialholder of OreCorp Limited)	106 808 986	Level 2, 437 Roberts Road, Subiaco WA6008
Subsidiaries of Perseus MiningLimited:
Centash Holdings Pty Ltd	141 361 373	Level 2, 437 Roberts Road, Subiaco WA6008
Occidental Gold Pty Ltd	074 444 367	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus Ghana Holdings Pty Ltd	166 708 578	Level 2, 437 Roberts Road, Subiaco WA6008
Sun Gold Resources Ltd	112 572 068	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus ERX Holdings Pty Ltd	009 146 794	Level 2, 437 Roberts Road, Subiaco WA6008
Slipstream LP Pty Ltd	609 761 686	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus CDI No 1 Pty Ltd	629 842 959	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus CDI No 2 Pty Ltd	629 842 968	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus DS JV Pty Ltd	631 285 633	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus Mali Holdings Pty Ltd	646 340 187	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus Mining Services Pty Ltd	648 849 218	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus Corporate Finance Pty Ltd	648 849 736	Level 2, 437 Roberts Road, Subiaco WA6008
Perseus Sudan Holdings Pty Ltd	659 193 987	Level 2, 437 Roberts Road, Subiaco WA6008

Occidental Gold SARL	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Perseus Mining Côte d'lvoire S.A.	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Perex SARL	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Perseus Services SARL	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Perseus Mining (Ghana) LimitedCompany	4 Chancery Court147A Giffard RoadEast Cantonments,Accra, Ghana
Amara Mining (Côte d'Ivoire) Limited	Collingham House6-12 Gladstone RoadWimbledon, LondonSW19 1QT, United Kingdom
Perseus Côte d'Ivoire Limited	Collingham House6-12 Gladstone RoadWimbledon, LondonSW19 1QT, United Kingdom
Amara Mining Limited	Collingham House6-12 Gladstone RoadWimbledon, LondonSW19 1QT, United Kingdom
Perseus Yaouré SARL	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Perseus Canada Limited	89 High Street East Mississauga,Ontario Canada L5G 3E7
Orca Gold Inc	Suite 2600, Three Bentall Centre,595 Burrard StreetVancouver BC V7X 1L3Canada
Roberts Road Insurance CompanyLimited	Heritage Hall, Le Marchant Street, StPeter Port, Guernsey GY1 4HY
Perseus Mining Yaouré S.A.	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Perseus Ghana Exploration LimitedCompany	4 Chancery Court147A Giffard RoadEast Cantonments,Accra, Ghana
Kojina Resources Company Limited	4 Chancery Court147A Giffard Road

	East Cantonments,
	Accra, Ghana
Perseus Services DMCC	Office 1302, Jumeirah Bay X3 Tower,Cluster X, Jumeirah Lake Towers,Dubai, UAE
Perseus Mining Fimbiasso S.A.	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Shark (BVI) Inc	Jayla Place, Wickhams Cay 1, RoadTown, Tortola, British Virgin Islands
Sand Metals Co Limited	Alamarat st. 3 Villa No. 22 Block 9A EastKhartoum, Sudan
Meyas Sand Minerals Co Limited	Alamarat st. 3 Villa No. 22 Block 9A EastKhartoum, Sudan
Sudan (BVI) Inc	Jayla Place, Wickhams Cay 1, RoadTown, Tortola, British Virgin Islands
Subsidiaries of Centash Holdings PtyLtd:
Perex sarl	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire
Perseus Services sarl	Abidjan Cocody, les Deux Plateaux, rueL125, lot 2139, ilot 186 bis, 28 BP 571Abidjan 28 Côte d'Ivoire