BREAKTHROUGH MINERALS LIMITED — Capital/Financing Update 2011

Apr 11, 2011

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Suite 2001, Level 20 Australia Square 264 George Street Sydney NSW 2000 Tel 61 2 9252 5766 Fax 61 2 9247 8966 www.atomicresources.com.au info@atomicresources.com.au

12 April 2011

Company Announcements Office Australian Securities Exchange Limited

Dear Sir/Madam

JOINT VENTURE AGREEMENT FOR COAL EXPLORATION IN LAOS AND COMPLETES ACQUISITION OF MINORITY SHAREHOLDER IN TANZANIAN SUBSIDIARY

(i) Joint Venture Agreement for Coal Exploration in Laos

Atomic Resources Limited (Atomic) is pleased to announce it has entered into a joint venture agreement with Indochina Coal Pty Ltd (Indochina) to explore and develop coal properties in Laos.

Indochina is a privately held Australian company, which for several years has been researching and identifying early stage coal opportunities in Indochina and South East Asia through regional evaluations and reconnaissance. The Principals of Indochina include highly respected resource geologists with many years of successful coal exploration experience in Indochina and South East Asia, much of this in the early stage identification of opportunities.

The group has now compiled a significant database on regional ASEAN coal occurrences, completed initial field work in prospective areas, and prioritised exploration opportunities. Two prospective areas in Laos currently not under tenure have been identified and the Company will make applications for Prospecting and Exploration Licences.

Atomic will own 100 per cent of the JV under the terms of the agreement by paying to Indochina a US$500,000 finders’ fee once the Exploration Licence have been granted. Indochina will receive a gross royalty of 2% on coal sales for the duration of the project, with Atomic able to purchase the future royalty stream at any time for $5 million.

Commenting on the transaction, Chairman of Atomic Graeme Robertson said,

“this is an excellent opportunity for Atomic to expand its operating base to Laos which is largely unexplored but where there are significant coking and thermal coal opportunities. We are very pleased to be able to work alongside the Principals of Indochina who have exceptional skills in exploration. The partnership complements Atomic’s expertise in mine development and operations and will provide strong synergies to allow Atomic to meet its medium term objectives of being a coal producer in both Africa and Asia.”

Atomic and Indochina are also in the process of finalising a similar style agreement to cover collaboration on joint opportunities in Vietnam.

(ii) Completion of acquisition of minority shareholder in Tanzanian subsidiary

Atomic refers to the announcement on 23 February 2011 entering into an agreement with Mr Peter Tsegas to purchase his 15 per cent shareholding in Pacific Corporation East Africa (“PCEA”), subject to shareholder approval. Atomic owned 85 per cent of PCEA. Subsequently ASX confirmed shareholder approval was not required.

Atomic is pleased to announce it has completed the transaction as the Mbalawala mine approaches its opening on schedule on 19 May 2011.

After completion of the transaction Atomic now has a direct interest of 70% in Tancoal, Atomic’s joint venture to develop the Ngaka coal project in Tanzania. The remaining 30% in Tancoal is owned by the National Development Corporation of Tanzania.

As previously announced, Mr. Tsegas will receive US$2.5 million in cash and 250,000 shares to be issued in Atomic. The issue of 250,000 shares to Mr. Tsegas under the deal terms is subject to shareholder approval at a general meeting of Atomic shareholders to be held on 28 April 2011.

Yours sincerely

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Graeme Robertson

Executive Chairman

About the company:

Atomic Resources Limited is an Australian-based exploration and resource development company with major thermal coal assets in Tanzania. Our operating arm in Tanzania is Tancoal Energy Limited, which was formed by a Joint Venture between Atomic Resources Limited and the National Development Corporation of Tanzania (NDC) .

Forward-Looking Statements

Certain statements made during or in connection with this statement, including, without limitation, those concerning exploration targets, contain or comprise certain forward-looking statements regarding Atomic’s exploration operations, economic performance and financial condition. Although Atomic believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. Accordingly, results could differ materially from those set out in the forward-looking statements as a result of, among other

factors, changes in economic and market conditions, success of business and operating initiatives, changes in the regulatory environment and other government actions, fluctuations in metals prices and exchange rates and business and operational risk management. Atomic undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after today's date or to reflect the occurrence of unanticipated events other than required by the Corporations Act and ASX Listing Rules.

For further information please contact:

Shareholder Enquiries Jonathan Warrand Executive Director & CFO Atomic Resources Limited Tel: (02) 9252 5766 www.atomicresources.com.au