Persistence Gold Group Ltd — Capital/Financing Update 2014

Mar 13, 2014

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.

This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for shares of APAC Resources Limited.

APAC RESOURCES LIMITED

亞 太 資 源 有 限 公 司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 1104)

CONDITIONAL CASH OFFER

BY

YU MING INVESTMENT MANAGEMENT LIMITED ON BEHALF OF APAC RESOURCES LIMITED TO BUY BACK UP TO 680,000,000 SHARES FOR HK$0.18 PER SHARE,

INVOLVING AN APPLICATION FOR WHITEWASH WAIVER

DESPATCH OF OFFER DOCUMENT AND

EXPECTED TIMETABLE OF THE OFFER

Financial adviser to APAC Resources Limited

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The Offer Document of the Company, containing details of, amongst others, the Offer, the Buy-backs Mandate and the Whitewash Waiver, recommendation from the Independent Board Committee to the Independent Shareholders, advice from the Independent Financial Adviser to the Independent Board Committee and a notice of the SGM, together with the accompanying form of proxy and Acceptance Form have been despatched to the Shareholders on 13 March 2014.

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Reference is made to the announcements of the Company dated 23 January 2014, 7 February 2014, 13 February 2014 and 6 March 2014, and the offer document dated 13 March 2014 (‘‘Offer Document’’) in relation to the conditional cash offer made by Yu Ming Investment Management Limited on behalf of APAC Resources Limited (the ‘‘Company’’). Unless otherwise stated, capitalised terms used herein shall bear the same meanings as those defined in the Offer Document.

DESPATCH OF OFFER DOCUMENT

The Offer Document of the Company, containing details of, amongst others, the Offer, the Buy-backs Mandate and the Whitewash Waiver, recommendation from the Independent Board Committee to the Independent Shareholders, advice from the Independent Financial Adviser to the Independent Board Committee and a notice of the SGM, together with the accompanying form of proxy and Acceptance Form have been despatched to the Shareholders on 13 March 2014.

EXPECTED TIMETABLE

The SGM will be convened at Lower Lobby, Plaza 3, Novotel Century Hong Kong Hotel, 238 Jaffe Road, Wanchai, Hong Kong at 2:30 p.m. on 4 April 2014 to consider and, if thought fit, approve the special resolutions in connection with the Offer and the Buy-backs Mandate and the ordinary resolution in connection with the Whitewash Waiver.

The following is the expected timetable of the Offer:

Despatch of the Offer Document and notice of SGM . . . . . . . . . . . . . . . . . Thursday, 13 March 2014

Latest time for lodging transfers of Shares to qualify for attendance at the SGM . . . . . . . . . . . . . . . . . . . . . . . . . . 4:30 p.m., on Tuesday, 1 April 2014 Register of Member closes (both dates inclusive) . . . . . . . . . . . . . . . . . . Wednesday, 2 April 2014 to Friday, 4 April 2014

Latest time for lodging proxy for the SGM . . . . . . . . . . . . . . 2:30 p.m. on Wednesday, 2 April 2014 SGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2:30 p.m. on Friday, 4 April 2014

Announcement of results of the SGM and whether

the Offer has become unconditional . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Friday, 4 April 2014

Latest time and date for submitting Acceptance Forms (Note 2) . . . . . . . . . . . 4:00 p.m., on Tuesday, 22 April 2014

Closing date of the Offer (Note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Tuesday, 22 April 2014

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Record date and time for determining Accepting

Shareholders’ Assured Entitlement and

Excess Tenders under the Offer (Note 2) . . . . . . . . . . . . . . . 4:00 p.m., on Tuesday, 22 April 2014

• Announcement of the results of the Offer through

the website of the Stock Exchange (Note 2) . . . . . . . . . . . . . . . . . . . . . . . no later than 7:00 p.m., on Tuesday, 22 April 2014

Latest date for despatch of cheques to Accepting

Shareholders and return of Share certificates to

parties with unsuccessful tenders (Note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . Friday, 2 May 2014

Notes:

1. The above timetable assumes that the Offer is approved by the Independent Shareholders at the SGM and the Conditions are satisfied resulting in the Offer becoming unconditional on 4 April 2014.

2. The Offer will remain open for acceptance for a further 14 days after it becomes unconditional. Where the Offer Period ends on a day which is not a Business Day, the Offer Period is extended until the next Business Day.

3. Remittance for the total amounts due to Accepting Shareholders under the Offer (subject to deduction of seller’s ad valorem stamp duty payable on the Shares bought back from such Accepting Shareholders) will be made by the Company within 7 Business Days after the close of the Offer.

4. All references to date and time refer to Hong Kong time.

The Offer is conditional upon the passing of the special resolutions to approve the Offer and the Buy-backs Mandate and the ordinary resolution to approve the Whitewash Waiver by the Independent Shareholders at the SGM by way of a poll. If the Offer does not become unconditional, the Offer will lapse.

Dealings in the Shares will continue notwithstanding the Offer has not become unconditional. During such period, persons dealing in the Shares will bear the risk that the Offer may lapse.

Independent Shareholders should also note that their voting decision on the relevant resolutions to be proposed at the SGM relating to the Offer shall not affect their investment decision as to whether to accept the Offer or not. If Shareholders are in any doubt as to any aspect of the Offer or as to the action to take, they should seek independent professional advice. Shareholders and potential investors are advised to exercise caution when dealing in the Shares.

By Order of the Board

APAC RESOURCES LIMITED Chong Sok Un Chairman

Hong Kong, 13 March 2014

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As at the date of this announcement, the Directors are:

Executive Directors

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

Non-Executive Directors

Mr. Lee Seng Hui, Mr. So Kwok Hoo 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

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement the omission of which would make any statements in this announcement misleading.

• For identification purpose only

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