Xanadu Mines Ltd — M&A Activity 2025

Jul 25, 2025

Allens

Mia Yellagonga Tower 2

5 Spring Street

Perth WA 6000 Australia

GPO Box Z5313

Perth WA 6831 Australia

T +61 8 9488 3700

F +61 8 9488 3701

www.allens.com.au

ABN 47 702 595 758

Allens>>

25 July 2025

Market Announcements Office

ASX Limited

Exchange Centre

20 Bridge Street

Sydney NSW 2000

Online lodgement

Dear Sir / Madam

Takeover Offer by Bastion in relation to Xanadu Mines Limited (ASX:XAM) – Notice of Compulsory Acquisition

We act for Bastion Mining Pte. Ltd. (UEN 202512367N) (Bastion) in relation to its off-market takeover bid under Chapter 6 of the Corporations Act 2001 (Cth) (Corporations Act) for all of the fully paid ordinary shares in the capital of Xanadu Mines Limited (ACN 114 249 026) (ASX:XAM) (Xanadu) (Offer) on the terms set out in its bidder's statement dated 27 May 2025.

On behalf of Bastion, we enclose:

(a) by way of service pursuant to section 661B(1)(d) of the Corporations Act, an ASIC Form 6021 Notice of Compulsory Acquisition Following Takeover Bid (Compulsory Acquisition Notice), which was lodged with the Australian Securities and Investment Commission today; and
(b) a sample copy of the cover letter which will be sent to Xanadu shareholders together with the Compulsory Acquisition Notice.

If you have any queries, please contact us.

Yours sincerely

Bryn Hardcastle

Partner

Allens

Bryn.Hardcastle@allens.com.au

T +61 8 9488 3904

Encl

Chris Bailey

Senior Associate

Allens

Chris.Bailey@allens.com.au

T +61 8 9488 3830

Our Ref #:121353383

CIRM 815952894v1 121353383 25.7.2025

In alliance with

Linklaters

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BASTION MINING A member of BORO group

XAMTKO

MR SAM SAMPLE

FLAT 123

123 SAMPLE STREET

THE SAMPLE HILL

SAMPLE ESTATE

SAMPLEVILLE VIC 3030

25 July 2025

Dear Xanadu Shareholder,

Bastion Mining Pte Ltd's off-market takeover for Xanadu Mines Limited – Notice of Compulsory Acquisition

We refer to the off-market bid by Bastion Mining Pte Ltd UEN 202512367N (Bastion) under Chapter 6 of the Corporations Act 2001 (Cth) (Corporations Act) to acquire all of the ordinary shares in Xanadu Mines Limited ACN 114 249 026 (ASX:XAM, TSX:XAM) (Xanadu) (the Offer).

As you may be aware, as of 24 July 2025, Bastion has acquired a relevant interest in more than 90% of the ordinary shares in Xanadu (Xanadu Shares), and has acquired more than 75% of the Xanadu Shares that it offered to acquire under the Offer.

Accordingly, Bastion will now exercise its right to compulsorily acquire the remaining Xanadu Shares in which Bastion does not have a relevant interest under the compulsory acquisition provisions of the Corporations Act.

Xanadu shareholders who have not accepted the Offer may still do so by the scheduled Offer closing time of 7:00pm (Sydney time) on Tuesday, 5 August 2025. Xanadu shareholders who accept the Offer by this closing date will receive the consideration for their Xanadu Shares earlier, instead of having to wait to be acquired under the compulsory acquisition process.

Bastion will acquire any Xanadu Shares remaining after the close of the Offer, under the compulsory acquisition provisions of the Corporations Act. The compulsory acquisition will be on the same terms as the Offer applying at such time (i.e. the consideration of A$0.08 per Xanadu Share).

If you do not accept the Offer before the scheduled closing time for the Offer, on completion of the compulsory acquisition procedure, Bastion will pay to Xanadu the consideration for the Xanadu Shares that it compulsorily acquires. You will then be entitled to claim the consideration from Xanadu.

Xanadu will give notice to shareholders once it has received the consideration and advise how you may claim the consideration. Subject to the Corporations Act, this is expected to occur five to six weeks after the date of this letter.

See also the enclosed copy of ASIC Form 6021 Notice of Compulsory Acquisition Following Takeover Bid (Compulsory Acquisition Notice), which sets out the compulsory acquisition process and your rights.

Samples/000001/000001

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Under ASX Listing Rule 17.4, ASX will suspend quotation of Xanadu Shares five business days after the date of the Compulsory Acquisition Notice. Once suspended, ASX will remove Xanadu from the official list of the ASX at the close of trading on a date to be determined.

If you have any queries in relation to the Offer or the compulsory acquisition process, please contact the Offer Information Line on 1300 116 263 (from within Australia) or +61 3 9415 4283 (from outside Australia), Monday to Friday between 9:00am to 5:00pm (Sydney time).

Yours sincerely

Tan Ling Kwok, Philip
Sole Director, Bastion Mining Pte Ltd

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Australian Securities & Investments Commission

Form 6021

Corporations Act 2001

661B(1)(a)

Notice of compulsory acquisition following takeover bid

Notice	To each holder of:
Description of class of securities to which the bid relates	Ordinary shares
(‘Bid Class Securities’)
Name of target company or body	in
Name (‘the Company’)
	Xanadu Mines Limited
	ACN/ARBN/ARSN
	ACN 114 249 026
Tick applicable box(es)	☐ and each holder of securities that will or may be converted into, or confer rights to be issued, in the next 6 weeks, securities to which the bid related.
	☐ and each holder of non-transferable securities issued under an employee incentive scheme referred to in paragraph 2.
Name of bidder	1. Under a takeover bid offers were made by
Bastion Mining Pte Ltd.
in respect of the acquisition of Bid Class Securities in the company.
The offers
Tick one box	☐ closed
☑ are scheduled to close
Date offers closed or are scheduled to close	on
Date
0 5 / 0 8 / 2 5
[D D] [M M] [Y Y]
Tick applicable box(es). (see subsection 661A(4) and (4A))	2. You are, as at the date of this notice, the holder of one or more of the following
☑ securities in respect of which the takeover offer was made, but have not accepted the offer. (If you have accepted the offer but have received this notice you do not need to do anything in response to this notice—the bidder will acquire your securities under the offer.)
☐ securities to which the bid related issued after the end of the offer period and before the date of this notice
☐ securities that will or may be converted into, or confer rights to be issued, in the next 6 weeks, securities to which the bid related
☐ securities issued under an employee incentive scheme to which restrictions on transfer apply under the company’s constitution or the terms of issue, being
☐ the following securities in the bid class in which the bidder has a relevant interest
Description of securities
Description of securities
Tick one box	3. The bidder gives you notice under subsection 661B(1) of the Corporations Act 2001 (‘the Act’) that the bidder has become entitled pursuant to subsection
☑ 661A(1)
☐ 661A(3)
of the Act to compulsorily acquire your securities and desires to acquire those securities.

ASIC Form 6021

21 June 2013

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ASIC Form 6021
21 June 2013
Page 2 of 2

Continued... Notice

1. Under section 661D of the Act, you have the right, by notice in writing given to the bidder within one month after this notice is lodged with ASIC, to ask the bidder for a written statement of the names and addresses of everyone else the bidder has given this notice to.

This notice was lodged with ASIC on

Date

2	5	/	0	7	/	2	5
[D]	[D]	[M]	[M]	[Y]	[Y]

4A. You are entitled, within one month after being given this notice (see paragraph 8), or within 14 days after being given a statement requested under section 661D of the Act (as referred to in paragraph 4 of this notice), whichever is the later, by notice in writing to the bidder, to elect which of the following forms of consideration will apply to the acquisition of your securities:

If you do not elect which of the alternative forms of consideration will apply to the acquisition of your securities, the form of consideration that will apply will be:

1. Under section 661E of the Act, you have the right, within one month after being given this notice (see paragraph 8) or within 14 days after being given a statement requested under section 661D of the Act (as referred to in paragraph 4 of this notice), whichever is later, to apply to the Court for an order that the securities not be compulsorily acquired.

2. The bidder is entitled and bound to acquire the securities on the terms that applied under the takeover bid immediately before

☑ this notice was given.

☐ the end of the offer period.

1. Unless the Court otherwise orders, on application made by you under section 661E of the Act within one month after being given this notice (see paragraph 8) or within 14 days after being given a statement under section 661D (as referred to in paragraph 4 of this notice), whichever is the later, the bidder must comply with paragraph 6 of this notice.

2. A notice sent by post to you is taken to be given to you 3 days after it is posted.

Signature	Name of person signing
	Tan Ling Kwok, Philip
	Capacity
	Sole Director
	Signature
	Date signed
	2 5 / 0 7 / 2 5
	[D D] [M M] [Y Y]