PRODIGY GOLD NL — Major Shareholding Notification 2012

Feb 13, 2012

14 February 2012

Our Ref: DPG:APA001/4009

The Manager Company Announcements Australian Securities Exchange 20 Bridge Street SYDNEY NSW 2000

TÉLEPHONE +61 2 8915 1000 FACSIMILE +61 2 8916 2000 Level 12 60 Carrington Street Sydney NSW Australia GPO Box 1433 Sydney NSW 2001 Australia DX 262 Sydney ABN 55 365 334 124

By fax 1300 135 638

Dear Sir/Madam

Notice of Initial Substantial Holder

We act for APAC Resources Capital Limited and its associated parties including APAC Resources Limited (APAC Group).

On behalf of APAC Group, and in accordance with Section 671B of the Corporations Act 2001 Cth, we attach a Notice of Initial Substantial Holder (Form 603) in respect of ABM Resources NL (ASX:ABU).

A copy of the attached Notice is also being provided to ABM Resources NL.

Yours faithfully

Daniel Goldberg Special Counsel Direct Line: (02) 8915 1022 Direct Fax: (02) 8916 2022 Email: daniel.goldberg@addisonslawyers.com.au

$\blacksquare$

Form 603

$\langle \tau_{\rm{S}} \hat{x} \rangle$

Corporations Act 2001

Section 671B

Notice of initial substantial holder

Company Name/SchemeTo:	ABM RESOURCES NL
ACN/ARSN	009 127 020
1. Details of substantial holder (1)
	APAC RESOURCES CAPITAL LIMITED and its related bodies corporate listed in "Annexure A" to this
Name	notice ("APAC Group Entities")
ACN/ARSN (if applicable)	N/A
The holder became a substantial holder on	10/02/2012
2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Ordinary Shares	508.014.212	508.014.212	17.27%
Class of securities (4)	Number of securities	_______________________________________Person's votes (5)	Voting power (6)

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
TAPAC Resources Capital Limited and eachIAPAC Group Entity	Purchaser under a relevantagreement – see Annexure B	508.014.212 ORD Shares

1. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Registered holder of securitiesHolder of relevant interest		Person entitled to be registered.as holder (6)	Class and number of securities
Tanami Exploration NL	To the knowledge of APACResources Capital Limited -'Tanami Exploration NL	To the knowledge of APACResources Capital Limited -Tanami Exploration NL	508.014.212 ORD Shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of reinstant interest	Date of acquisition	Consideration (9)		Class and number ofsecurities
		Cash	Non-cash
APAC Resources CapitalLimited and each APAC GroupEntity	10 FEBRUARY 2012والمستحيد ومستنا أنشاط المستحدد ومحما والمالك المستنب المساحا والتعاط وستحدث ومستحدث والمتشار والمستحدث	$25,400,710.60 inaggregate		508,014.212

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)		Nature of association
	!See Annexure A	Persons listed in Annexure A are related bodies corporate ofAPAC Resources Capital Limited

7. Addresses

The addresses of persons named in this form are as follows:

Name	Address
	ICI-APAC Resources Limited APAC Resources Capital Limited 32/F, China Online Centre, 333 Lockhart Road, Wanchai, Hongl Kona

Signature

print name	Jorie Chan	capacity Company Secretary
sign here	$\gamma_{\parallel\mu\alpha\mu'}$ (Like)	date 14 February 2012

DIRECTIONS

If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an $(1)$ equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to thoughout the form as a specifically named group if th

• See the definition of "relevant interest" in sections 608 and 671 B(7) of the Corporations Act 2001. $\left{ 3\right}$
• The voting shares of a company constitute one class unless divided into separate classes. $\langle \hat{e} \rangle$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant $(5)$ interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. 偽.
• $\langle \hat{I} \rangle$ Include details of:
  • any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671 B(4) applies, a copy of any document setting out the Ø, terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
  • any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to whichthe relevant interest relates (indicating clearly the $\langle 0 \rangle$

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown". $\langle b \rangle$
• Delails of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitiedto receive in relation to that acquisition. Details m $(9)$ any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

See the definition of "associate" in section 9 of the Corporations Act 2001. $\left\langle 2\right\rangle$

Annexure "A"

This is Annexure "A" of 1 page referred to in Form 603 (Notice of Initial Substantial Holder), signed by me and dated 14 February 2012.

$L^{\mathcal{A}}$

Signed: Jorle Chan

The following bodies corporate are related bodies corporate of APAC Resources Capital Limited:

Name	Address
APAC Resources Limited	32/F, China Online Centre, 333 Lockhart Road, Wanchai, HongKong
Accardo Investments Limited	C/- APAC Resources Limited
	32/F, China Online Centre, 333 Lockhart Road, Wanchai, HongKong
APAC Resources Asia Limited	As above
APAC Resources Beijing Limited	As above
APAC Resources China Limited	As above
APAC Resources Commodity Trading Limited	As above
APAC Resources Eastern Limited	As above
APAC Resources Energy Limited	As above
APAC Resources Engineering Limited	As above
APAC Resources Enterprises Limited	As above
APAC Resources Holding (China) Limited	As above
APAC Resources Holdings China Limited	As above
APAC Resources Investment Holding Limited	As above
APAC Resources Investments Limited	As above
APAC Resources Investments China Limited	As above
APAC Resources Management Limited	As above
APAC Resources Mining Limited	As above
APAC Resources Mining Limited	As above
APAC Resources Northern Limited	As above
APAC Resources (Qingdao) Company Limited	As above
APAC Resources Shanghai Limited	As above
APAC Resources Southern Limited	As above
APAC Resources Strategic Holdings Limited	As above
APAC Resources Trading Limited	As above
APAC Resources Western Limited	As above
Asia Cheer Trading Limited	As above
First Landmark Limited	As above
Fortune Desire Investments Limited	As above
Hua Loong Textiles Limited	As above
Merchants (Hong Kong) Limited	As above
Mount Sun Investment Limited	As above
Park Well International Group Limited	As above
Ruiyu (Shanghai) Investment Consulting Co., Ltd.	As above
Sino Chance Trading Limited	As above
Shanghai Merchants Holdings Limited	As above
Super Grand Investments Limited	As above
Tecson Hong Kong Limited	As above
Ying Wing (H.K.) Limited	As above

From: Addisons Lawyers

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Annexure "B"

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This is Annexure "B" of 4 pages referred to in Form 603 (Notice of Initial Substantial Holder), signed by me and dated 14 February 2012.

Reuflen

Signed: Jorie Chan

From: Addisons Lawyers

TANAMI GOLD NL

7 February 2012

The Directors APAC Resources Capital Limited 32/F, China Online Centre, 333 Lockhart Road, Wanchai, Hong Kong

Dear Sirs

Acquisition of Shares in ABM Resources NL ABN 58 009 127 020 (ABM Resources)

• Tanami Exploration NL (Tanami Exploration) is the registered holder of:
  • 508,014.212 ordinary fully paid shares in ABM Resources (Shares), and $(a)$
  • 300,000,000 options to acquire shares in ABM Resources (exercisable at 1.5c per $(b)$ option) (Options).
• Tanami Exploration has agreed to sell and APAC Resources Capital Limited (Buyer) has 2 agreed to purchase the Shares referred to in paragraph 1(a) and the shares which Tanami Exploration is entitled to receive following the due exercise of 139,896,797 Options on the terms set out in this letter, and following Tanami Exploration's exercise of the balance of the Options.

Terms of Sale

• Shares 647,911,009 Shares (Sale Shares). ${1}$
• Purchase Price 5 cents per Share. $(ii)$
• $(iii)$ Closing - Completion of the sale and purchase of the Sale Shares shall take place in 2 tranches as follows:
  • ${A}$ Tranche 1 - 508,014,212 Shares (Tranche 1 Sale Shares) on or before the date that occurs 5 days from the date of this agreement (Tranche 1 Closing); and
  • $(B)$ Tranche 2 - 139,896,797 Shares (Tranche 2 Sale Shares) on or before the date that occurs 5 days from the date of issue of the Tranche 2 Sale Shares following the exercise by Tanami Exploration of an equivalent number of Options and the exercise of the balance of the Options, (Tranche 2 Closing).
• $(iv)$ Closing Mechanics - Completion of the sale and purchase of the Sale Shares shall occur as follows:
  • $(A)$ at Tranche 1 Closing, the Seller shall deliver to the Buyer, or as the Buyer directs in writing:
    • a holding statement for the Tranche 1 Sale Shares (evidencing its title to those $(1)$ Shares); and
    • a share transfer form with respect to the Tranche 1 Sale Shares in favour of $(2)$ the Buyer duly executed by Tanami Exploration;
    • a discharge of financing statement under the Personal Property Securities Act $(3)$ 2009 relating to the encumbrance that is registered in favour of AP Finance Limited over the Tranche 1 Sale Shares; and
    • any notice or direction that may be required to be given by AP Finance Limited $(4)$ to Hartleys Limited, being the sponsoring broker in relation to the encumbrance referred to in paragraph(1v)A)(3) above, against receipt from the Buyer of the sum of $25,400,710,50, being the purchase price of the Tranche 1 Sale Shares.

Level 4, 50 Colin Street, West Perth, Western Australia, 6005 # P.O. Box 1892, West Perth, Western Australia, 6872Tel: +61 (8) 9212 5999 # Pax: +61-(8) 9212 5990 # Email: tananigold@tanani.com.au # Website: www.tanami.com

Tanami Gold NL

• $(B)$ at Tranche 2 Closing, the Seller shall deliver to the Buyer, or as the Buyer directs in writing:
  • a holding statement for the Tranche 2 Sale Shares (evidencing its title to those $(1)$ Shares): and
  • a share transfer form with respect to the Tranche 2 Sale Shares in favour of $(2)$ the Buyer duly executed by Tanami Exploration,

against receipt from the Buyer of the sum of $6,994,839.85 being the purchase price of the Tranche 2 Sale Shares.

• Payments All payments under this agreement shall be made in Australian dollars and in $(v)$ immediately available funds.
• $(\forall i)$ Representations and warranties - Tanami Exploration - Tanami Exploration represents and warrants in favour of the Buyer as follows:
  • it has the power to enter into, perform and deliver, and has taken all necessary action $(A)$ to authorise its entry into, performance and delivery of, the transactions contemplated by, this agreement in accordance with its terms;
  • Tanami Exploration has the right to transfer and sell the Sale Shares without the $(B)$ requirement to obtain the consent or approval of any third party, subject to obtaining the discharge of financing statement referred to in paragraph (iv)(A)(3) above;
  • at Tranche 1 Closing, the Tranche 1 Sale Shares shall be free of all encumbrances $\langle \circ \rangle$ and other third party rights; and
  • $(D)$ at Tranche 2 Closing, the Tranche 2 Sale Shares shall be free of all encumbrances and other third party rights.
• $(iv)$ Representations and warranties - Buyer - The Buyer represents and warrants in favour of Tanami Exploration that it has the power to enter into, perform and deliver, and has taken all necessary action to authorise its entry into, performance and delivery of, the transactions contemplated by, this agreement in accordance with its terms.
• Governing law This agreement is governed by the laws of Western Australia and each $(vii)$ party irrevocably submits to the exclusive jurisdiction of the courts of Western Australia.
• $(ix)$ Costs - Each party is responsible for its own costs in connection with the preparation, negotiation and completion of this agreement.
• $(x)$ Counterparts - This agreement may consist of a number of copies, including facsimile copies, each signed by one or more parties to this agreement. If so, the signed copies are treated as making up the one document.
• Interpretation Each reference in this letter to this agreement means the agreement $(x)$ constituted by the signing of this letter by Tanami Exploration and the Buyer where indicated heirw/

Yours faithfully Tanami Gold NL

Dans Llan

Denis Waddell Director

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From: Addisons Lawyers

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Tanami Gold NL

EXECUTED AS A DEED

Executed by Tanami Exploration NL in accordance with section 127(1) of the Corporations Act in the presence of:

Secretary/Director-

yataramak Law Director

OR LATTO Name (please print)

DENIS WADDELL Name (please print)

Date February 2012

Executed by APAC Resources Capital Limited in the presence of:

Secretary/Director

Director

Name (please print)

Name (please print)

EXECUTED AS A DEED

Executed by

Tanami Exploration NL in accordance with section 127(1) of the Corporations Act in the presence of:

Secretary/Director

Director

Name (please print)

APAC Resources Capital Limited in the presence of:

Executed by

Date 10 February 2012

Secretary/Director

Kong Muk Yin

Name (please print)

Wong Wai Keung Frederick

Name (please print)