TARTANA MINERALS LIMITED — M&A Activity 2021

Mar 28, 2021

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R3D Resources Limited | ACN: 111 398 040 | ASX: R3D

169 Blues Point Road, McMahons Point NSW 2060 Australia | Tel: +61 2 9392 8032

26 March 2021

Takeover Offer Update –

Notice of Fulfilment of defeating condition under Section 630(4) of the Corporations Act 2001 (Cth)

R3D Resources Limited (ASX: R3D) ( R3D Resources or Company ) refers to its bidder’s statement dated 5 February 2021 ( Bidder’s Statement ) in respect of its all-scrip takeover offer for 100% of the fully paid shares and options in Tartana Resources Limited ( Takeover Offers ) ( Tartana ).

In accordance with sections 630(4) of the Corporations Act 2001 (Cth), R3D Resources today gave notice to ASIC and Tartana that the defeating condition contained in section 14.1 of the Bidder's Statement (relating to R3D Resources having Relevant Interests in at least 90% (by number) of all Tartana Shares and Tartana Options) has been fulfilled in so much as R3D Resources has received acceptances with respect to Tartana Shares of 90.22% and Tartana Options of 100%.

The notice is attached to this announcement.

For further information, please contact:

Robert J Waring

Company Secretary

admin@r3dresources.com.au

+61 2 9392 8032

ASX release authorised by R3D Company Secretary.

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R3D Resources Limited | ACN: 111 398 040 | ASX: R3D

169 Blues Point Road, McMahons Point NSW 2060 Australia | Tel: +61 2 9392 8032

Notice of Fulfilment of defeating condition under Section 630(4) of the Corporations Act 2001 (Cth)

• To: Tartana Resources Limited (ACN 126 905 726) ( Tartana ); and Australian Securities and Investments Commission ( ASIC ).

For the purposes of section 630(4) of the Corporations Act 2001 (Cth) ( Corporations Act ), R3D Resources Limited (ACN 119 111 398 040) ( R3D Resources ), gives notice in relation to the offers made under its takeover bid for all of the ordinary shares and options in Tartana Resources Limited ( Tartana) and contained in its bidder's statement dated 5 February 2021 ( Bidder's Statement ). Terms defined in the Bidder's Statement have the same meaning when used in this notice.

The defeating condition contained in section 14.1 of the Bidder's Statement (relating to R3D Resources having Relevant Interests in at least 90% (by number) of all Tartana Shares and Tartana Options) has been fulfilled in so much as R3D Resources has received acceptances with respect to Tartana Shares of 90.22% and Tartana Options of 100%.

For further information regarding the offers, please refer to the Bidder's Statement which was sent to Tartana shareholders on 19 February 2021 and is available on the ASX.

Dated: 26 March 2021

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Signed for and on behalf of R3D Resources Limited

Daniel Yeo Chin Tuan, Chairman