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RAMELIUS RESOURCES LIMITED M&A Activity 2021

Nov 9, 2021

65718_rns_2021-11-09_16166a35-bb3a-42f4-b84b-006560b2f5d5.pdf

M&A Activity

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GOLD ROAD'S OFFER FOR APOLLO – ACCEPTANCE OF RAMELIUS OFFER

Gold Road Resources Limited (Gold Road or the Company) refers to its all cash unconditional off-market takeover offer for Apollo Consolidated Limited (Apollo) at $0.56 per Apollo share (Offer).

Following Gold Road's announcement on 8 November 2021, Gold Road advises that it has accepted the off-market takeover offer made by Ramelius Resources Limited in relation to its entire holding of Apollo shares (being 58,324,117 Apollo shares).

A second supplementary bidder's statement (in the form attached) in relation to the Offer has been lodged with ASIC today.

This release has been authorised by the Board.

For further information, please visit www.goldroad.com.au or contact:

ASX Code GOR

ABN 13 109 289 527

COMPANY DIRECTORS Tim Netscher Chairman Duncan Gibbs Managing Director & CEO

Brian Levet Non-Executive Director Denise McComish Non-Executive Director

Maree Arnason

Non-Executive Director Hayden Bartrop

Company Secretary

CONTACT DETAILS

Principal & Registered Office Level 2, 26 Colin St West Perth WA 6005

www.goldroad.com.au [email protected]

T +61 8 9200 1600 F +61 8 6169 0784

Gold Road Resources Duncan Hughes Manager – Corporate Development & Investor Relations [email protected] Tel: +61 8 9200 1600

Media Enquiries Peter Klinger Cannings Purple [email protected] Tel: +61 411 251 540

SECOND SUPPLEMENTARY BIDDER'S STATEMENT 10 November 2021

in respect of the Offer by Gold Road Resources Limited (ABN 13 109 289 527) for all of the ordinary shares in Apollo Consolidated Limited (ABN 13 102 084 917) pursuant to which you are being offered $0.56 cash for each Apollo Share.

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to how to deal with this document, you should consult your legal, financial or other professional adviser as soon as possible

Please call 1300 396 041 (within Australia) or +61 3 9415 4189 (from outside Australia), Monday to Friday between 8.30am and 5.00pm (Sydney Time) if you require assistance.

IMPORTANT INFORMATION

This document is the second supplementary bidder's statement under section 643 of the Corporations Act 2001 (Cth) issued by Gold Road Resources Limited (ABN 13 109 289 527) (Gold Road) (Second Supplementary Bidder's Statement) in relation to Gold Road's off-market takeover bid for all of the ordinary shares in Apollo Consolidated Limited (ABN 13 102 084 917) (Apollo) (Offer) contained in Gold Road's bidder's statement dated 21 October 2021 (Original Bidder's Statement) as supplemented by Gold Road's first supplementary bidder's statement dated 8 November 2021 (First Supplementary Bidder's Statement).

This Second Supplementary Bidder's Statement supplements, and is to be read together with, the Original Bidder's Statement and the First Supplementary Bidder's Statement. This Second Supplementary Bidder's Statement prevails to the extent of any inconsistency with the Original Bidder's Statement and the First Supplementary Bidder's Statement.

A copy of this Second Supplementary Bidder's Statement was lodged with ASIC and provided to ASX on 10 November 2021. Neither ASIC, ASX nor any of their respective officers takes any responsibility for the contents of this Second Supplementary Bidder's Statement or the merits of the Offer.

Unless the context requires otherwise, defined terms in the Original Bidder's Statement and the First Supplementary Bidder's Statement have the same meaning in this Second Supplementary Bidder's Statement. The rules of interpretation in section 9.2 of the Original Bidder's Statement also apply to this Second Supplementary Bidder's Statement.

A copy of this document, the Original Bidder's Statement and the First Supplementary Bidder's Statement can be obtained from the ASX company announcements platform (under Gold Road (ASX:GOR) or Apollo (ASX: AOP)).

SUPPLEMENTARY INFORMATION

1 Gold Road's shareholding interest in Apollo

Following Gold Road's announcement on 8 November 2021 and the First Supplementary Bidder's Statement in relation to Gold Road's intention in respect of its shareholding interest in Apollo, Gold Road has accepted the Improved Ramelius Offer in relation to all of the Apollo Shares it held (being 58,324,117 Apollo Shares). As a result, Gold Road no long holds any shareholding interest in Apollo as at the date of this Second Supplementary Bidder's Statement.

A notice of ceasing to be a substantial holder has been given to ASX and Apollo by Gold Road.

2 Authorisation

This Second Supplementary Bidder's Statement has been approved by a resolution passed by the Directors of Gold Road.

Dated 10 November 2021.

Signed on behalf of Gold Road Resources Limited.

____________________________________ Tim Netscher Chairman Gold Road Resources Limited