VICTORY METALS LIMITED — Major Shareholding Notification 2021

Jul 22, 2021

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Victory Goldfields Limited Name/Scheme

ACN/ARSN

124 279 750

1. Details of substantial holder (1)

Name.

Aegean Capital Pty Ltd

Skorpios Capital Pty Ltd

ACN/ARSN (if applicable)

The holder became a substantial holder on 22/07/2021

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
ORDINARY SHARES	3,057,500	3,057,500	6.50%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Class and number of securities	Nature of relevant interest (7)	Holder of relevant interest
2,107,500 Ordinary Shares	Indirect - Mr Barboutis has a relevant interested in the securities held by Aegean Capital Pty Ltd.	Aegean Capital Pty Ltd <the Spartacus A/C></the
950,000 Ordinary Shares	Indirect - Mr Barboutis has a relevant interested in the securities held by Skorpios Capital Pty Ltd.	Skorpios Capital Pty Ltd <the Scorpios Fund></the

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
Aegean Capital Pty Ltd	Aegean Capital Pty Ltd	Aegean Capital Pty Ltd	2,107,500 Ordinary Shares
Skorpios Capital Pty Ltd	Skorpios Capital Pty Ltd	Skorplos Capital Pty Ltd	950,000 Ordinary Shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
Aegean Capital Pty Ltd	22/09/2020	\$100,000	$\overline{a}$	2,107,500 Ordinary Shares
Skorpios Capital Pty Ltd	22/07/2021	\$190,000		950,000 Ordinary Shares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
N/A
	the control of the control of the control of the control

7. Addresses

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

Name	Address
Aegean Capital Pty Ltd	P.O.Box 2555 Perth WA 6000
Skorpios Capital Pty Ltd	P.O.Box 2555 Perth WA 6000

Signature

Mark Barboutis print name capacity - Director Zatab sign here $\sqrt{a}$ 07 / 2021

or the manager and trustee of an

³

$(2)$

$(4)$

$(6)$

3 $(7)$ 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

form.

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.

The voting shares of a company constitute one class unless divided into separate classes.

The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person $(5)$ or an associate has a relevant interest in.

The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

Include details of:

any relevant agreement or other circumstances by which the relevant interest was acquired. 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 $(a)$ 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 securities to which the relevant interest relates (indicating clearly the particular securities to which the $(b)$ qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write $(8)$ $(9)$

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.