Jan 22 2014 11:21PM BERGEN 12124862223 page 1

Form 605

Corporatlons Act 2001

Section 871B

Notice of ceasing to be a substantial holder

Io. Company Name/Schem PROTO RESOURCES & INVESTMENTS LIMITED ACN/ARSN 108 507 517

1. Delati$ o! oubatantlal haldar (1)

Name Bergen Globo: ?.pportunky FundnLLC, Borgen Global Opportunly Fund, LP, Bergen Asse!Management LLC an

E ne Tablis tòaelher "Beraen

ACNIARSN (K applicablo) N/A

The holder ceased to be a subetantial holder on 21/01

The prev;aus nouce was given to the company on

The prevlous notice was dated 4

2. Changes In relev.ant lnterests

Particulars ofeach chsnge in. or chenge In the nature of, a retevanlintereot (2) oftho subotantial holder or an associate (3) in voting securities of the company or schema, sinto glve a sut;)stantial holding notice to the company or scheme are as follolflfS:

Date of

Person whose

Nature of

Consldoration

Class (6) and

Peroon's votes

chenge

relevant lnterest changod

change (4)

given In relation to

chango (5)

number of securtties. affected

aff

17/0112014 Bergen On-marl$ 825.00 900,000 900.000 oale

21/0112014 Bergen On-marl$ 3,925.00 4,000,000 4,000,000 sale

3. Changee In aosoclation

The persone who have become associates (3) of, ceased to be assoclatos of, or have changed the nature of thelr assoclation (7) wlth, lhe subatanfial holder in relation to voting intèrests in the company or scheme are as follows:

Name anACN/ARSN (Ilapplicabkl) Nature of assoclation

NIA

The addresses ofperson$ named in this formare Q$ follows:

Name Add,.ss

Bergen 400 MadisonAvenue, Sulte16A, NewYork, NY 10017 U6A

Signature '

_lllint name Corv Burns Cscacity CFOICOO

slan here _.

date 23/0112014

)

Jan 22 2014 11:21PM BERGEN 12124862223 page 2

DIRECTIONS

(1) lf there are a number of substantial holders wlth similar or r&lated relevant ìnterests (eg. a corporation and its related corporations, orthe manager and trustee of an equity trust), the names could be included In an annexure to the form. lf the retevant lnto..sts of a roup of persons are essentlally slmilar, they may be relerred to lhroughout the form as a spaclfically named group ifthe membershlp of each group, wlth lho names. and addresses ofmember$ is dear1&et out in paragraph 4 ofthe form.
(2) See tho definiton of "relevant interesf' in sections 608 and 6718(7) Ofthe CorporatiOn& Acl 2001. (3) See the deflnttion of "associate" In section 9 ofthe Corporattons Acl 2001.
(4) lndudo details of:
(a) any rolevant agroemont or other drcumotancos becauso of which the change in retevantlnlerest occunad. lf subsectlon 671B(4) applies,a copy of any documentsettlng out tl>e temns of any relevant agreement, and a statement by the person glving fulland accurate detailo of any contraci, scheme or arrangement, must acoompany lhis fonn, together with a wrttten statement certifying this contreet, seheme or arra emant; and

(b) any qualification of the pOW&t of a person to exercise, contrai the exerolse of, or influence the exercise of, the voting powers or dlsposal

of the securities to whlch ll>e relevant lnterest relates (lndicating deany the partlcular securilies to which tho qualifioation applias).
Soe the definition of 'r&levant agreement• In sectlon 9 o!the Corporatlons Act2001.
(5) Details o!the conslderation must Include any and ali benerroa, money and other, that any penson from whom a relevant lnterest was acqulred has, or may, become enlitled to recelveln relatlon to that acqulsKion. · Delailo must be included even ifthe henefit is condltlonal on lhe happening or noi of a contingency. Details must be inctuded of any benefit poid on behaij of the substantlal holder or its associate In relatlon to lhe acquisitions, even lf tley are not paid dlrectly to the person !rom wllom the relevant interest was acqulred.
(6) Tho voting shares of a company constltute ono ctass unless divided into separate Classeo.

(7) Give details, if appropriate, of the present assoclalion and any change in that aosociatlon sinoe the last substantial holding notlce.

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