Proto Resources & Investments Ltd : Ceasing to be a substantial holder

Jan 01 2014 11:23PM BERGEN 12124862223 page l

Bergen Asset Management, LLC

400 Madison Avenue

Suite 16A

New York, NY 10017 USA

2 January 2014

The Manager

Company Announcements Office

ASX Limited

Fax: [phone]

Re:Notlce of ceasing to be a substantial holder- Proto Resources & lnvestments Llmited

Dear Sirs,

Please see enclosed notice of ceasing to be a substantial holder (Form 605) in respect of Proto

Resources & lnvestments Limited.

Regards,

Cory Burns

Vice President

Jan 01 2014 11:23PM BERGEN 12124862223 page 2

Fonn 605

Corporatlons Act 2001

Sectlon 671B

Notice of ceasing to be a substantial holder

Il! Company Name/Scheme PROTO RESOURCES & INVESTMENTS LIMITED ACNIARSN 108 507 517

1. Celali$ o1aubotantlal holtklr (1)

Name Bergen Global Opportunlty Fund Il, LLC, Bergen GlobalOpportunity Fund, LP,Bergen Asso!Manegernont, LLC and

Eugone Tablis nOQether 'Borgen•i

ACNIARSN (if applicable) NIA

Tha holder coasod to be a substantlal holdor on The previous notlce was given..to 1he company on The previous notice was dateci

2. Changos In relavant lntai'8Stl

Partlculars of eacl1 change In. or changeln the nature of, a relevant interest (2) ofthe subotantlal holder or an associata (3) l n voting securities. of Ile
company cr scheme, sinoe the substantial holderwas last required to give a st. bstantial holdlnotice to the company or schema are as follows:

3. Cha.ng88 in 8$$0Ciatlon

The peroons who havo bocomo associatos (3) of, ceased lo be assocòalos of, or have ohanged the nature of tholr assoclatlon (7) with, the substantial holder In relatlon to voting lnteresls In the company"' scheme are as follows:

Name and ACNfARSN (K appllcablo) Nature of assoclatlon

N/A

The addresses of pel'$ons named in this form are as follows:

Nerne Address

Bergen <100 Madlson Avenue,Sulte 16A. New Yor1<, NY 100171JSA

Signature

orint name Coj'j Bums

.--

CaDacitv Vice Presldent

slan here

_, 7 date 2/1 l2014

Jan 01 2014 11:23PM BERGEN 12124862223 page 3

DIRECnONS

(1) lf tl'lere are a number of substantial holders with simllar or related relevsnt lnteres.ts (eg. a corporation and its related corporatlons, orthe

manager and trustee of an equity trust), the names CX>Uid be included in an annex:ure to the form. tf th& relevant interesta of a group of persons

· ""' essentially similor,they may be referred to throughout the foiTll as a speoifically namod group if the memberehlp of each group, willl the names and addresoes ormembere lsclearly set aut In paragraph 4 of the form.

(2) See the definiUon of "relevant lnteresf' in sections 608 and 6718(7) of the C<>rporations Act 2001. (3) See the deflnltion al "associate" in section 9 oflhe Corporetions Ad 2001.

(4) Includo detaìls o

(a) any relevant agreement or other clrtumstanoos because of whlch the chaoge In relevant interest oocurred. llsubsectlon 671B(4) applies, a c:opy of any documèrt setting out the terms of any relevant agreement. and a &tatement by tha person giving full and accurate details of any contract. schema or arrartgement. must accompany this form, together wnh a written statement certJfying thls contract, scheme or arrangement; and

(b)

any qualificaUon of the power of a person to exerdse, control the exercise of, or influence the exercise of, t11e voting powers or disposal

ofthe seaJrities to which the relevant lnterest relates (indicating cloarty Uhe pertlcular seCII'hles to whlch Uhe qualiflcation applles).

See the deflnitlon of "relevant agreement" in sectlon 9 of the Corporations Act 2001,
(5) Details ofthe consideration must include any andali benefits, money end other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in retation to that acqulsltlon. Detalls must be included even if the beneflt 1s conditional on the happening or not of a contingency. Detail& must be included of any benefit paid on behatf of the substantial holder or its associate In relation to

the acquisltlons, even n they are not paid direclly to the person from whom tho relevant intere&t was acqulred.

(6) The voting shares al a company constitute ono dass unless divlded lnto separate classes.

(7) Give detslls, ilappropriate, of the p"'sent assoclation and any c anga in that association slnce the last substanual holding notlce.