Jupiter Mines : General Meeting Presentation and Virtual Meeting Online Guide

GENERAL MEETING

TUESDAY 27 APRIL 2021

WEBCAST LINK: https://agmlive.link/JMSGM21

AGENDA

1. Presentation
2. Questions and Comments
3. Resolution: explanation, questions and voting

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DEMERGER SUMMARY

• The Jupiter Board has always maintained that the Central Yilgarn Iron Ore ("CYIP") assets have significant intrinsic value, and now, with the resurgence in iron ore prices, is the time to develop this asset for the benefit of its Shareholders.
• CYIP assets and $5 million seed capital transferred to Juno Minerals Limited in exchange for 120 million Juno shares. These shares will be cancelled and new shares distributed to existing Jupiter Shareholders

at a rate of 1 Juno Share for every 16.325 Jupiter Shares held.

2010

• Juno Minerals has applied to be listed on the ASX and is separately aiming to raise $20 million to develop the Mount Mason DSO Hematite Project.
• Demerger will enable:
• • Jupiter shareholders exposure to both pure-play manganese & iron ore investments;
  • Maximum value to Jupiter Shareholders from developing the CYIP assets;
  • Jupiter to solely focus on the Tshipi Borwa Manganese Mine;
  • Dedicated board and management of Juno to bring the Mount Mason Project into development in the near-term; and
  • Jupiter dividends from Tshipi will continue to be paid to Shareholders, and not be diverted to the project development.

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QUESTIONS AND COMMENTS

ONLY SHAREHOLDERS OF JUPITER MINES LIMITED CAN ASK

QUESTIONS OR MAKE COMMENTS AT THIS TIME

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RESOLUTION 1:

REDUCTION OF CAPITAL

"That for the purposes of section 256B and 256C of the Corporations Act, ASX Listing Rule 7.17, article 2.5 of the Company's Constitution, and for all other purposes:

1. the issued share capital of the Company be reduced by an amount up to the market value (as assessed by the Directors of the Company) by the cancellation of 120,000,000 fully paid ordinary shares in the capital of Juno Minerals Limited ACN 645 778 892 (Juno) held by the Company (Existing Juno Shares), less the amount of the Demerger Dividend, with effect as at the Record Date set by the Directors of the Company to determine entitlements to the distribution of Juno shares referred to in paragraph (b) of this Resolution; and
2. the reduction, and the Demerger Dividend, be satisfied by the Company agreeing to Juno cancelling 120,000,000 Existing Juno Shares conditional on Juno issuing 120,000,000 fully paid ordinary shares in Juno (Juno Shares) to all Shareholders at the Record Date on a pro rata basis, at a deemed issue price of $0.25 per share, to effect a distribution in specie of Juno Shares to Shareholders,

on the terms and conditions set out in the Explanatory Memorandum."

FOR	1,350,473,133	98.42%
AGAINST	17,810,807	1.30%
ABSTAIN	1,596,157	-
OPEN	3,790,976	0.28%

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