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Persistence Gold Group Ltd Capital/Financing Update 2012

Jan 12, 2012

50623_rns_2012-01-12_65331b39-e03c-4263-8dfa-7adf61f2320b.pdf

Capital/Financing Update

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

APAC RESOURCES LIMITED 亞 太 資 源 有 限 公 司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 1104)

VOLUNTARY ANNOUNCEMENT ACCEPTANCE OF CASH OFFER FOR KALAHARI MINERALS PLC

The Board of the Company announces that on 10 January 2012, APAC Resources Capital Limited, a wholly owned subsidiary of the Company, has fully accepted the Offer in respect of all the Kalahari Shares owned by it.

The Offer is conditional, amongst other things, upon the Offeror receiving valid acceptances of the Offer in respect of more than 50% of Kalahari Shares and voting rights on a fully diluted basis. Therefore, the Offer may or may not proceed. Shareholders of the Company and potential investors should exercise caution in dealing in the shares of the Company.

The Board of the Company announces that on 10 January 2012, APAC Resources Capital Limited, a wholly owned subsidiary of the Company, has fully accepted the Offer in respect of all the Kalahari Shares owned by it. As disclosed in the Offer Document, Kalahari is an AIM and NSX listed resource company with uranium, gold, copper and other base metal interests in Namibia. Kalahari’s key asset is its holding of 42.5% in ASX, TSX and NSX listed Extract Resources Limited (on a fully diluted basis). Extract Resources Limited is developing the Husab Uranium Project, strategically located within a 50 kilometre radius of several world class uranium deposits in Namibia.

As at the date of this announcement, the Company is interested in 33,465,467 Kalahari Shares, representing approximately 13.14% of the entire issued share capital of Kalahari. The Kalahari Shares form part of the Group’s “Resource Investment” portfolio which is classified as ‘‘Investments Held for Trading’’ grouped under current assets. The trading of such investments forms one of the principal business segments of the Group and is conducted in the ordinary and usual course of business of the Group. As disclosed in the Offer Document, the offer price for each Kalahari Share is GBP2.4355.

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Subject to the Offer becoming or being declared unconditional in all respects, settlement shall be effected within 14 calendar days of the later of (i) 2 February 2012 or (ii) the Offer becoming or being declared unconditional in all respects and the Company shall receive approximately GBP81,505,145 (equivalent to approximately HK$978,876,790) in cash as settlement.

The Offer is conditional, amongst other things, upon the Offeror receiving valid acceptances of the Offer in respect of more than 50% of Kalahari Shares and voting rights on a fully diluted basis. Therefore, the Offer may or may not proceed. Shareholders of the Company and potential investors should exercise caution in dealing in the shares of the Company.

A full text of the Offer Document is available on CGNPC-URC’s website at www.cgnurc.com.cn and on Kalahari’s website at www.kalahari-minerals.com during the course of the Offer.

DEFINITIONS

ect to the Offer becoted within 14 calendarred unconditional in ivalent to approximatel Offer is conditional, Offer in respect of m ect to the Offer becoted within 14 calendarred unconditional in ivalent to approximatel Offer is conditional, Offer in respect of m ming daysall rey HK amoore or being of the latspects and$978,876,ngst otherthan 50% declared uncer of (i) 2 Feb the Compan790) in cash a things, upo of Kalahari onditional iruary 2012 y shall reces settlementn the Offer Shares and n all respecor (ii) the Oive approxi.or receiving voting rig n all respecor (ii) the Oive approxi.or receiving voting rig ts, settlement shall beffer becoming or beingmately GBP81,505,145 valid acceptances ofhts on a fully diluted ts, settlement shall beffer becoming or beingmately GBP81,505,145 valid acceptances ofhts on a fully diluted ts, settlement shall beffer becoming or beingmately GBP81,505,145 valid acceptances ofhts on a fully diluted
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‘‘NSX’’ the Namibian Stock Exchange ‘‘Offer’’ the cash offer for the entire issued and to be issued share capital of Kalahari by the Offeror ‘‘Offer Document’’ the offer document dated 5 January 2012 ‘‘Offeror’’ Taurus Mineral Limited, a company formed at the direction of CGNPC-URC and CADFund ‘‘TSX’’ the Toronto Stock Exchange

Unless otherwise stated, amounts in GBP have been translated into HK$ at the exchange rate of GBP1.00 to HK$12.01 for illustration purpose only. No representation has been made that any amount in GBP or HK$ can be or could have been converted at the relevant date at the above rate or any other rates at all.

By Order of the Board APAC Resources Limited Chong Sok Un Chairman

Hong Kong, 12 January 2012

As at the date of this announcement, the directors of the Company are:

Executive Directors

Ms. Chong Sok Un (Chairman), Mr. Andrew Ferguson (Chief Executive Officer), Mr. Yue Jialin and Mr. Kong Muk Yin

Non-Executive Directors

Mr. Lee Seng Hui, Mr. So Kwok Hoo, Mr. Liu Yongshun and Mr. Peter Anthony Curry

Independent Non-Executive Directors

Dr. Wong Wing Kuen, Albert, Mr. Chang Chu Fai, Johnson Francis and Mr. Robert Moyse Willcocks

  • For identification purpose only

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