Spectrum Metals : Change of substantial shareholding from RMS

604

page 1/2

15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

ToCompany Name/Scheme

ACN/ARSN

1. Details of substantial holder(1)

Name

ACN/ARSN (if applicable)

Spectrum Metals Limited (Spectrum)

115 770 226

Ramelius Resources Limited (Ramelius) and each of the other entities listed in Ramelius' 2019 Annual Report on page 98 (as updated from time to time and available on request) (the Ramelius Group Entities).

001 717 540

There was a change in the interests of the
substantial holder on	19 /03/ 20
The previous notice was given to the company
on	19/03/20
The previous notice was dated	19/03/20

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	776,432,985	53.90%	861,369,990	59.80%

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 are as follows:

	Date of	Person whose	Nature of change (6)	Consideration given in relation	Class and	Person's votes
	change	relevant interest		to change (7)	number of	affected
		changed			securities
					affected
			Acquisition of relevant
			interests in ordinary shares	1 fully paid ordinary share in
			in Spectrum as a result of	Ramelius for every 10 fully
		Ramelius and	acceptances of the takeover	paid ordinary shares in	84,937,005 fully
	19/03/20	each Ramelius	offers made pursuant to the	Spectrum and $0.017 cash per	paid ordinary	84,937,005
		Group Entity	bidder's statement dated 25	Spectrum share, subject to the	shares
			February 2020 and any	terms and conditions of the
			replacements or	Offer
			supplements to it (Offer).
4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of	Registered	Person entitled to be	Nature of relevant interest (6)	Class and	Person's votes
relevant	holder of	registered as holder		number of
interest	securities	(8)		securities
Mt Magnet	Mt Magnet	Mt Magnet Gold Pty	Relevant interest under section 608(1)	68,541,238	4.88%
Gold Pty Ltd	Gold Pty Ltd	Ltd	of the Corporations Act	fully paid
				ordinary
				shares
Ramelius	Mt Magnet	Mt Magnet Gold Pty	Relevant interest under section	68,541,238	4.88%
and each	Gold Pty Ltd	Ltd	608(3)(b) of the Corporations Act, by	fully paid
Ramelius			reason of Ramelius having control of	ordinary
Group Entity			Mt Magnet	shares
(except for
Mt Magnet

	Gold Pty
	Ltd)
				Relevant Interest under s608(1) and/or
				s608(8) of the Corporations Act
				pursuant to the acceptances of the
				Offer.
				The shares which are the subject of
		Spectrum		the acceptances have not yet been
			transferred into the name of Mt
		shareholders
			Magnet Gold Pty Ltd.	792,828,752
		to whom the	Subject to the terms of
	Mt Magnet		fully paid
	Offer was	the Offer, Mt Magnet		54.92%
	Gold Pty Ltd	The power of Mt Magnet Gold Pty Ltd	ordinary
	made and who	Gold Pty Ltd
		to vote or dispose of the shares that	shares
		have accepted
			are the subject of the acceptances of
		the Offer
			the Offer is qualified since the Offer
				has not been declared unconditional
				and
				My Magnet Gold Pty Ltd is not
				presently registered as the holder of
				the shares.
	Each of the	Spectrum
	Ramelius
	shareholders		Relevant interest in the ordinary
	Group		792,828,752
	to whom the	Subject to the terms of	shares referred to above under
	Entities	fully paid
	Offer was	the Offer, Mt Magnet	s608(3)(b) of the Corporations Act, by	54.92%
	(other than	ordinary
	made and who	Gold Pty Ltd	reason of Ramelius having control of
	Mt Magnet	shares
	have accepted		Mt Magnet
	Gold Pty
	the Offer
	Ltd)
				604	page 2/2	15 July 2001

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
Each of the Ramelius Group Entities	Each of the Ramelius Group Entities is a body corporate that is
controlled by Ramelius

6. Addresses

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

	Name		Address
	Ramelius and each of the Ramelius	Level 1, 130 Royal Street, East Perth WA 6004
	Group Entities
	Spectrum Limited		Suite 2/827 Beaufort Street, Inglewood WA 6052
	Richard Jones
Signature
	print name		Capacity: Company Secretary

sign here

date 20/03/2020

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 6 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:
7. 1. 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

1. 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.

1. 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.
2. If the substantial holder is unable to determine the identify of the person (eg. if the relevant interest arises because of an option) write "unknown".
3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.