Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

PRODIGY GOLD NL Capital/Financing Update 2025

Jun 9, 2025

65615_rns_2025-06-09_5ae8b067-c5ef-4ef4-b310-496fef4037ce.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

==> picture [596 x 152] intentionally omitted <==

ASX ANNOUNCEMENT / MEDIA RELEASE

ASX: PRX

10 June 2025

Further to the announcement by Prodigy Gold NL (ASX: PRX) ( Prodigy Gold ) earlier today regarding the non-renounceable en�tlement offer of one (1) new fully paid ordinary share in Prodigy Gold ( Share ) for every one (1) Share registered as being held on the Record Date ( En�tlement Offer ), in accordance with sec�on 708AA(2)(f) of the Corporations Act 2001 (Cth) ( Corpora�ons Act ), Prodigy Gold advises that:

  • (1) Corpora�ons Act;

  • (2) this no�ce is given pursuant to paragraph 708AA(2)(f) of the Corpora�ons Act;

  • (3) as at the date of this no�ce, Prodigy Gold has complied with:

  • (a) the provisions of Chapter 2M of the Corpora�ons Act as they apply to Prodigy Gold; and

  • (b) sec�ons 674 and 674A of the Corpora�ons Act;

  • (4) as at the date of this no�ce, there is no “excluded informa�on” of the type referred to in sec�on 708AA(8) of the Corpora�ons Act that is required to be disclosed in accordance with sec�on 708AA(9) of the Corpora�ons Act; and

  • (5) excep�on 10 of sec�on 611 of the Corpora�ons Act, no person shall be en�tled to acquire Shares pursuant to the En�tlement Offer and the ancillary shor�all offer if to do so would result in their, or another person’s, vo�ng power increasing from 20% or below to more than 20%, or from a star�ng point above 20% to below 90%, unless an separate excep�on to the restric�ons contained in sec�on 606 of the Corpora�ons Act applies.

The only excep�on that may apply, in this instance, is excep�on 9 of sec�on 611 of the Corpora�ons Act (i.e., the “3% creep” excep�on).

As at the date of this no�ce, only BNP Paribas Noms Pty Ltd, APAC Resources Limited (and its Related Bodies Corporate (as that term is defined in the Corpora�ons Act)) and Allied Proper�es Investments (1) Company Limited (together, APAC Group ) have held vo�ng power of at least 19% throughout the 6 months prior to the forecast date of issue (currently 29.55%).

Accordingly, as APAC Group held vo�ng power of 29.55% six months before the date of the En�tlement Offer, it may acquire Vo�ng Power in the Company of up to 3%, taking it to 32.55%.

==> picture [596 x 38] intentionally omitted <==

As APAC Group already have vo�ng power in Prodigy Gold of 29.55%, the poten�al increase of APAC Group’s vo�ng power as a result of the En�tlement Offer and ancillary shor�all offer is not expected to have any effect on the control of Prodigy Gold.

Addi�onally, Prodigy Gold has entered into an underwri�ng agreement with Plutus Prospec�ng Pty Ltd ACN 682 005 769 ( Plutus Prospec�ng ) ( Underwri�ng Agreement ), pursuant to which Plutus Prospec�ng has agreed to subscribe, or procure subscrip�ons, for any new Shares not subscribed for by other Eligible Shareholders under the En�tlement Offer or the Shor�all Offer, provided that Plutus Prospec�ng does not acquire a vo�ng power of more than 19.90%.

As at the date of this no�ce, Plutus Prospec�ng does not have any vo�ng power in Prodigy Gold and, accordingly, Plutus Prospec�ng may only acquire vo�ng power in Prodigy Gold of up to 20%.

For illustra�ve purposes, the table below sets out the number of Shares and poten�al vo�ng power in Prodigy Gold that APAC Group or Plutus Prospec�ng could obtain based on the following scenarios:

  • APAC Group par�cipates for its full en�tlement to the extent it is able to do so in reliance on the “3% creep” excep�on and applica�ons are received for 0% of all other Shareholders’ en�tlements pursuant to the En�tlement Offer or Shor�all Offer;

  • to do in reliance on the “3% creep” excep�on and applica�ons are received for 25% of all other Shareholders’ en�tlements pursuant to the En�tlement Offer or Shor�all Offer;

  • to do in reliance on the “3% creep” excep�on and applica�ons are received for 50% of all other Shareholders’ en�tlements pursuant to the En�tlement Offer or Shor�all Offer; and

  • to do in reliance on the “3% creep” excep�on and applica�ons are received for 75% of all other Shareholders’ en�tlements pursuant to the En�tlement Offer or Shor�all Offer.

APAC Group and Plutus Prospec�ng Poten�al Vo�ng Power APAC Group and Plutus Prospec�ng Poten�al Vo�ng Power APAC Group and Plutus Prospec�ng Poten�al Vo�ng Power APAC Group and Plutus Prospec�ng Poten�al Vo�ng Power
Level of Acceptance by Eligible Shareholders (other than APAC)
Shareholder Outcomes
0% 25% 50% 75%
New Shares subscribed for by Eligible
Shareholders (excluding APAC)
0 559,176,744 1,118,353,489 1,677,530,233
Total Shares on Issue a�er
En�tlement Ofer
4,704,301,049 5,880,376,311 6,350,111,102 6,350,111,102
Total Shares held by APAC Group
a�er the En�tlement Ofer
1,531,438,163 1,914,297,704 1,876,697,148 1,876,697,148
Vo�ng Power of APAC Group a�er
the En�tlement Ofer (%)
32.55% 32.55% 29.55% 29.55%
Total Shares held by Plutus
Prospec�ng a�er the En�tlement 936,155,909 1,170,194,886 1,118,353,488 559,176,744
Ofer
Vo�ng Power of Plutus Prospec�ng
a�er the En�tlement Ofer (%)
19.90% 19.90% 17.61% 8.81%

==> picture [596 x 38] intentionally omitted <==

For completeness, it is noted that in the event that Plutus Prospec�ng does not obtain Vo�ng Power of at least 19.90% via its underwri�ng of the En�tlement Offer, Prodigy Gold has agreed to issue Plutus Prospec�ng such number of Shares so as to result in Plutus Prospec�ng having vo�ng power in Prodigy Gold of 19.90% via a private placement (a por�on of which may be subject to Shareholder approval).

This announcement has been approved for released by the Board of Directors.

For further informa�on, please contact:

Mark Edwards Managing Director +61 8 9423 9777 [email protected]

About Prodigy Gold NL

million-ounce Tanami Gold Province. Prodigy Gold is currently focused on the Tanami North Project with further work also required to beter understand the development poten�al on the Tanami West Project. The key strategic plan for Prodigy Gold over the coming 2 years includes:

  • Advancing priority targets and further development of the Mineral Resources at the Tanami North Project;

  • Reviewing the poten�al of the Tanami West Project to determine which prospects require further works;

  • A mining op�ons study on the Twin Bonanza Project (Buccaneer and Old Pirate Gold Deposits), including further explora�on on the Oxide and Transi�onal Mineral Resources;

  • Systema�c evalua�on of all of Prodigy Gold targets to determine next steps with either further explora�on, divestment or tenement relinquishment; and

  • Support joint venture parters to expedite discovery on their projects.

==> picture [361 x 255] intentionally omitted <==

Figure 1 Prodigy Gold major project areas

==> picture [595 x 36] intentionally omitted <==