NON-RENOUNCEABLE RIGHTS ISSUE

Transcription

1 ADDRESS PHONE PO Box (8) North Perth FAX WEBSITE WA 6906 Australia +61 (8) ABN ASX : FNT ASX Limited Company Announcements Office Announcement 14th August 2009 NON-RENOUNCEABLE RIGHTS ISSUE Frontier Resources Ltd (Frontier) is pleased to announce that it will lodge a prospectus with ASIC and the ASX today for a non-renounceable rights issue (Rights Issue) on the basis of 1 New Share for every 1 Existing Share held on the Record Date at a price of 3.5 cents, with 1 free-attaching New Option for every 1 New Share subscribed for (with an exercise price of 4.5 cents, exercisable on or before 3 December 2010). The maximum number of New Shares which may be issued under the Rights Issue is 148,866,279 to raise up to A$5,210,320 (before the costs of the Rights Issue). Frontier s ongoing strategy has five prongs, with funds raised under the Offer to be used to: Advance the Narrawa and Stormont Deposits in Tasmania toward development; o Initiate obtaining a Mining Lease(s) from Mineral Resources Tasmania; o o o o Continue feasibility studies on the Deposits including resource expansion and infill drilling to allow upgrading of the resources and estimation of a reserve; Evaluate development scenarios for the deposits including Frontier mining and treating the mineralisation, toll milling and other options; Assess the proximal high-grade tungsten mineralisation potential at Narrawa by drilling, to determine if it can contribute to the Narrawa gold-lead-zinc-silver mining operation; Assess alternate metallurgical treatment options that could be more effective and/or capable of also extracting the associated bismuth at Stormont and tungsten at Narrawa. Drill test and define resources at the Esis porphyry copper Deposit on the island of New Britain in PNG. The targets are a World Class primary copper deposit and/or a more easily developed, near surface and higher average grade, secondary (supergene) copper deposit; Initiate surface exploration and undertake extensive hand trenching on the multiple very high-grade gold targets at Bulago in PNG to define the mineralised horizons and future drilling targets; Advance the remaining tenements held by Frontier in PNG and Tasmania with cost effective exploration and/or by looking to enter into and fund joint ventures to advance these tenements (* Frontier has agreed to sell EL 1596 for A$300,000 cash); Complete the construction of 3 new diamond drilling rigs for Frontier s use or sale. To provide working capital The Rights Issue is not underwritten. Page 1 of 2

2 Timetable The current proposed timetable for the Rights Issue is documented below. The dates are indicative only and Frontier reserves the right to vary the dates (subject to the Corporations Act and the ASX Listing Rules). Activity Date Announcement of Offer 14 August 2009 Lodge Appendix 3B and Prospectus with ASIC and ASX 14 August 2009 Dispatch of notices to Shareholders informing them of the Rights Issue 17 August 2009 Shares trade on an ex Entitlement basis 18 August 2009 Record Date for Entitlement to participate in the Rights Issue 24 August 2009 Prospectus and Entitlement and Acceptance Form dispatched to Shareholders 26 August 2009 Closing Date for Receipt of Entitlement and Acceptance Form 15 September 2009 Securities quoted on deferred settlement basis 16 September 2009 ASX notified of under subscriptions 18 September 2009 Holding statements for New Shares and New Options are dispatched to Shareholders 23 September 2009 Normal ASX trading for New Shares and New Options commences 24 September 2009 *The ex date for entitlements is 18 August 2009, therefore shares purchased on or after 18 August 2009 will not provide the buyer with an entitlement to participate in the Rights Issue. Where fractions arise in the calculation of entitlements, they will be rounded up to the nearest whole number. The attached initial advice to shareholders contains further details and will be mailed to each shareholder on 17 August An Appendix 3B in respect on the issue is attached. For more information please contact: Paige McNeil, Joint Company Secretary, Frontier Resources Ltd on Sincerely FRONTIER RESOURCES LTD Peter McNeil, M.Sc. Managing Director Page 2 of 2

3 ADDRESS PHONE PO Box (08) North Perth FAX WA 6906 Australia +61 (08) August 2009 ABN info@frontierresources.com.au WEBSITE Dear Shareholder, NON-RENOUNCEABLE ENTITLEMENT ISSUE Rights Issue Frontier Resources Ltd (Frontier) has announced a non-renounceable entitlements issue of up to 148,866,279 Shares on the basis of 1 New Share for every 1 Existing Share at a price of 3.5 cents per New Share to raise up to AUD$5,210,320 (before the costs of the issue) (Rights Issue). For every 1 New Share issued, subscribers will also receive 1 free-attaching New Option to subscribe for 1 Share at an exercise price of 4.5 cents and exercisable by 3 December You will be eligible to participate in the Rights Issue if you hold Shares at 5pm (AEST) on the Record Date. Shareholders can apply for unsubscribed shares over and above their allocation. The Board will reserve the right to place any shortfall of the issue with third-parties. Frontier s ongoing strategy has five prongs, with funds raised under the Offer to be used to: Advance the Narrawa and Stormont Deposits in Tasmania toward development; o Initiate obtaining a Mining Lease(s) from Mineral Resources Tasmania; o o o o Continue feasibility studies on the deposits including resource expansion and infill drilling to allow upgrading of the resources and estimation of a reserve; Evaluate development scenarios for the deposits including Frontier mining and treating the mineralisation, toll milling and other options; Assess the proximal high-grade tungsten mineralisation potential at Narrawa by drilling, to determine if it can contribute to the Narrawa gold-lead-zinc-silver mining operation; Assess alternate metallurgical treatment options that could be more effective and/or capable of also extracting the associated bismuth at Stormont and tungsten at Narrawa. Drill test and define resources at the Esis porphyry copper deposit on the island of New Britain in PNG. The targets are a World Class primary copper deposit and/or a more easily developed, near surface and higher average grade, secondary (supergene) copper deposit; Initiate surface exploration and undertake extensive hand trenching on the multiple very high-grade gold targets at Bulago in PNG to define the mineralised horizons and future drilling targets; Advance the remaining tenements held by Frontier in PNG and Tasmania with cost effective exploration and/or by looking to enter into and fund joint ventures to advance these tenements (* Frontier has agreed to sell EL 1596 for A$300,000 cash);

4 - 2 - Complete the construction of 3 new diamond drilling rigs for Frontier s use or sale. To provide working capital A Prospectus with personalised Entitlement and Acceptance Forms, detailing the Rights Issue will be dispatched to Shareholders eligible to participate on 26 August Timetable The current proposed timetable for the Rights Issue is set out below. The dates are indicative only and Frontier reserves the right to vary the dates (subject to the Corporations Act and the ASX Listing Rules). Activity Date Announcement of Offer 14 August 2009 Lodge Appendix 3B and Prospectus with ASIC and ASX 14 August 2009 Dispatch of notices to Shareholders informing them of the Rights Issue 17 August 2009 Shares trade on an ex Entitlement basis 18 August 2009 Record Date for Entitlement to participate in the Rights Issue 24 August 2009 Prospectus and Entitlement and Acceptance Form dispatched to Shareholders 26 August 2009 Closing Date for Receipt of Entitlement and Acceptance Form 15 September 2009 Securities quoted on deferred settlement basis 16 September 2009 ASX notified of under subscriptions 18 September 2009 Holding statements for New Shares and New Options are dispatched to Shareholders Normal ASX trading for New Shares and New Options commences 23 September September 2009 *The ex date for entitlements is 18 August 2009; therefore shares purchased on or after 18 August 2009 will not provide the buyer with an entitlement to participate in the Rights Issue. Where fractions arise in the calculation of entitlements, they will be rounded up to the nearest whole number. Information required to be given to you in accordance with the Listing Rules 1. Up to a maximum of 148,866,279 New Shares will be issued pursuant to the Rights Issue and a maximum of 148,866,279 New Options (assuming no existing options are exercised prior to the Record Date). 2. The New Shares will be fully paid ordinary shares and will rank equally in all respects from the date of allotment with the existing class of quoted Shares. The New Options will have an exercise price of 4.5 cents each and are exercisable on or before 3 December Shares issued pursuant to the exercise of any New Option will be fully paid ordinary shares and will rank equally in all respects from the date of allotment with the existing class of quoted Shares.

5 The issue price of the New Shares is $0.035 each. The New Options will be issued for nil consideration. 4. Frontier will apply to ASX for admission of the New Shares and New Options to official quotation within 7 days of the date of the Offer Document. 5. The funds raised by the Rights Issue will be used to provide working capital for further development and exploration programs (as further described above), expenses of the Rights Issue, and administration. 6. It is expected that New Shares and New Options will be entered into uncertificated holdings and holding statements dispatched on 23 September The total number and class of all securities that will be quoted on ASX (including the maximum number of New Shares and New Options to be issued under the Rights Issue on an undiluted basis) is as follows: Number Class 297,732,558 Fully paid ordinary shares 151,914,775 Quoted options exercisable at 4.5 cents on or before 3 December Following the Rights Issue, the total number and class of all securities that will not be quoted on ASX is as follows: Number 180, ,000 3,200, ,000 Class Non-transferable employee options 14 cents, 20/10/2011 Non-transferable employee options 16 cents, 19/10/2010 Non-transferable director options 20 cents, 30/11/2010 Non-transferable employee options 15 cents, 11/12/ Frontier currently has no dividend policy. 10. No shareholder approval for the Rights Issue is required. 11. The Rights Issue is non-renounceable. This means that shareholders who do not wish to take up their entitlements will not be able to trade or sell their entitlements. Their entitlements will simply lapse if not taken up. 12. The New Shares will be offered on the basis of 1 New Share for every 1 Existing Share held at 5.00pm AEST on 24 August 2009 (Record Date). The New Options will be issued free on the basis of 1 New Option for every 1 New Share subscribed for. 13. In determining entitlements, any fractional entitlements will be rounded up to the nearest whole number. 14. Neither the Rights Issue nor the Prospectus constitutes an offer to acquire shares, to any Shareholders who are not resident in Australia or New Zealand as at the Record Date. However, the return of a completed Entitlement and Acceptance Form from a Non-Eligible Foreign Shareholder will be taken by the Company to constitute a representation and warranty by the Applicant that all relevant approvals have been obtained by the Applicant and that the Company may legally issue the Shares to the Applicant. 15. The Closing Date for the offer is 5.00pm AEST on 15 September 2009.

6 16. The Rights Issue is not underwritten. 17. There is no broker to the Rights Issue The Prospectus for the Rights Issue and accompanying Entitlement and Acceptance Form will be sent to Shareholders on 26 August Existing option holders may participate in the Rights Issue upon exercise of their options prior to the Record Date. 20. The above information was provided to the ASX on 14 August For further information on your entitlement, please contact your stockbroker or Frontier s share registry Registries Limited Phone: Fax: within Australia, from overseas within Australia, from overseas registries@registries.com.au Yours Sincerely, FRONTIER RESOURCES LIMITED Peter McNeil, M.Sc. Managing Director

7 Appendix 3B New issue announcement Appendix 3B Rule 2.7, , , New issue announcement, application for quotation of additional securities and agreement Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX s property and may be made public. Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003. Name of entity FRONTIER RESOURCES LIMITED ABN We (the entity) give ASX the following information. Part 1 - All issues You must complete the relevant sections (attach sheets if there is not enough space). 1 + Class of + securities issued or to be issued 1. ORDINARY SHARES 2. LISTED OPTIONS 2 Number of + securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the + securities (eg, if options, exercise price and expiry date; if partly paid + securities, the amount outstanding and due dates for payment; if + convertible securities, the conversion price and dates for conversion) ,866,279 ORDINARY SHARES ,866,279 LISTED OPTIONS (ASSUMING NO EXISTING OPTIONS ARE EXERCISED ON OR BEFORE THE RECORD DATE) 1. ORDINARY SHARES 2. LISTED OPTIONS, 4.5 CENTS EXPIRY 3 DECEMBER See chapter 19 for defined terms. 1/1/2003 Appendix 3B Page 1

8 Appendix 3B New issue announcement 4 Do the + securities rank equally in all respects from the date of allotment with an existing + class of quoted + securities? 1. ORDINARY SHARES YES (FNT) 2. OPTIONS - YES (FNTO) If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration $0.035 PER SHARE INCLUDING ONE FREE OPTION WITH EVERY ONE SHARE SUBSCRIBED FOR 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) TO CONTINUE THE COMPANY S EXPLORATION ACTIVITIES AND FOR WORKING CAPITAL 7 Dates of entering + securities into uncertificated holdings or despatch of certificates 23 SEPTEMBER Number and + class of all + securities quoted on ASX (including the securities in clause 2 if applicable) Number 297,732, ,914,775 + Class ORDINARY SHARES OPTIONS EXERCISABLE at 4.5 CENTS EACH ON OR BEORE 3 DECEMBER 2010 (to be issued) + See chapter 19 for defined terms. Appendix 3B Page 2 1/1/2003

9 Appendix 3B New issue announcement 9 Number and + class of all + securities not quoted on ASX (including the securities in clause 2 if applicable) Number 180, ,000 3,200, ,000 + Class NON-TRANSFERABLE EMPLOYEE OPTIONS 14 CENTS, 20/10/2011 NON-TRANSFERABLE EMPLOYEE OPTIONS 16 CENTS, 19/10/2010 NON-TRANSFERABLE DIRECTOR OPTIONS 20 CENTS, 30/11/2010 NON-TRANSFERABLE EMPLOYEE OPTIONS 15 CENTS, 11/12/ Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) NO DIVIDEND DISTRIBUTION IS ENVISAGED IN THE NEAR FUTURE Part 2 - Bonus issue or pro rata issue 11 Is security holder approval required? NO 12 Is the issue renounceable or nonrenounceable? 13 Ratio in which the + securities will be offered 14 + Class of + securities to which the offer relates 15 + Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions NON-RENOUNCEABLE 1 ORDINARY SHARE (PLUS ONE FREE OPTION WITH EVERY 1 SHARE SUBSCRIBED FOR) ORDINARY SHARES 24 AUGUST 2009 N/A ROUNDING UP + See chapter 19 for defined terms. 1/1/2003 Appendix 3B Page 3

10 Appendix 3B New issue announcement 18 Names of countries in which the entity has + security holders who will not be sent new issue documents GERMANY Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule Closing date for receipt of acceptances or renunciations 15 SEPTEMBER See chapter 19 for defined terms. Appendix 3B Page 4 1/1/2003

11 Appendix 3B New issue announcement 20 Names of any underwriters N/A 21 Amount of any underwriting fee or commission N/A 22 Names of any brokers to the issue N/A 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of + security holders 25 If the issue is contingent on + security holders approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) N/A N/A N/A 26 AUGUST AUGUST 2009 N/A N/A 30 How do + security holders sell their entitlements in full through a broker? 31 How do + security holders sell part of their entitlements through a broker and accept for the balance? N/A N/A + See chapter 19 for defined terms. 1/1/2003 Appendix 3B Page 5

12 Appendix 3B New issue announcement 32 How do + security holders dispose of their entitlements (except by sale through a broker)? N/A 33 + Despatch date 23 SEPTEMBER 2009 Part 3 - Quotation of securities You need only complete this section if you are applying for quotation of securities 34 Type of securities (tick one) (a) X Securities described in Part 1 (b) All other securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities Entities that have ticked box 34(a) Additional securities forming a new class of securities Tick to indicate you are providing the information or documents 35 If the + securities are + equity securities, the names of the 20 largest holders of the additional + securities, and the number and percentage of additional + securities held by those holders 36 If the + securities are + equity securities, a distribution schedule of the additional + securities setting out the number of holders in the categories 1-1,000 1,001-5,000 5,001-10,000 10, , ,001 and over 37 A copy of any trust deed for the additional + securities + See chapter 19 for defined terms. Appendix 3B Page 6 1/1/2003

13 Appendix 3B New issue announcement Entities that have ticked box 34(b) 38 Number of securities for which + quotation is sought 39 Class of + securities for which quotation is sought 40 Do the + securities rank equally in all respects from the date of allotment with an existing + class of quoted + securities? If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) 42 Number and + class of all + securities quoted on ASX (including the securities in clause 38) Number + Class + See chapter 19 for defined terms. 1/1/2003 Appendix 3B Page 7

14 Appendix 3B New issue announcement Quotation agreement 1 + Quotation of our additional + securities is in ASX s absolute discretion. ASX may quote the + securities on any conditions it decides. 2 We warrant the following to ASX. The issue of the + securities to be quoted complies with the law and is not for an illegal purpose. There is no reason why those + securities should not be granted + quotation. An offer of the + securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act. Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any + securities to be quoted and that no-one has any right to return any + securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the + securities be quoted. We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the + securities to be quoted, it has been provided at the time that we request that the + securities be quoted. If we are a trust, we warrant that no person has the right to return the + securities to be quoted under section 1019B of the Corporations Act at the time that we request that the + securities be quoted. + See chapter 19 for defined terms. Appendix 3B Page 8 1/1/2003

15 Appendix 3B New issue announcement 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement. 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before + quotation of the + securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete. JAY STEPHENSON COMPANY SECRETARY + See chapter 19 for defined terms. 1/1/2003 Appendix 3B Page 9

16

17 TABLE OF CONTENTS TABLE OF CONTENTS... 2 IMPORTANT NOTICE... 3 CORPORATE DIRECTORY... 4 KEY INFORMATION... 5 KEY DATES... 6 LETTER FROM MANAGING DIRECTOR... 7 SECTION 1 RIGHTS ISSUE DETAILS SECTION 2 REQUIRED ACTIONS SECTION 3 COMPANY INFORMATION SECTION 4 EFFECT OF THE OFFER ON THE COMPANY SECTION 5 TERMS AND CONDITIONS OF NEW OPTIONS AND RIGHTS ATTACHING TO SHARES SECTION 6 INVESTMENT RISKS SECTION 7 ADDITIONAL INFORMATION SECTION 8 DEFINITIONS... 32

18 IMPORTANT NOTICE This Prospectus is dated 14 August 2009 and a copy of this Prospectus was lodged with ASIC on that date. ASIC and ASX take no responsibility for the contents of this Prospectus. No Shares or Options will be issued on the basis of this Prospectus later than thirteen (13) months after the date of this Prospectus. Application will be made to ASX within seven (7) days after the date of this Prospectus for admission of the Shares and Options offered by this Prospectus to Official Quotation. In the event of exercise of the New Options, the Company will apply for Official Quotation of the Shares issued within three (3) Business Days of the date of allotment of the Shares. The Company is admitted to the Official List of the ASX and its Shares and Options are continuously quoted securities of the Company in the terms of section 713 of the Corporations Act. If you are entitled as a Shareholder to apply for New Shares and New Options pursuant to the Offer, your personalised Entitlement and Acceptance Form accompanying this Prospectus shows the number of New Options for which you are entitled to apply. Applications for New Shares and New Options under the Offer may only be made by forwarding a complete personalised Entitlement and Acceptance Form in accordance with the directions on your Entitlement and Acceptance Form. As the Offer is non-renounceable, Shareholders do not have the right to sell their Entitlements. Shareholders have the opportunity to subscribe for all, part or none of their Entitlement to New Shares and New Options under the Offer. Shareholders may apply for additional New Shares and New Options in excess of their Entitlement under the Offer. The allocation of additional New Shares and New Options will be made from Shortfall Shares and Options. Shares issued pursuant to the exercise of New Options will be issued in accordance with the terms and conditions on which the New Options are issued, and in any event such Shares will be issued not more than 14 days after the receipt of a properly executed exercise notice and payment of the Exercise Price in respect of the New Option. No person is authorised to give any information or make any representation in connection with the Rights Issue or Offer described in this Prospectus, which is not contained in this Prospectus. Any information or representation not contained in this Prospectus may not be relied on as having been authorised by the Company in connection with the Rights Issue. Applicants should read this document in its entirety and, if in any doubt, consult with their professional advisors before deciding whether or not to apply for New Shares and New Options. There are risks associated with an investment in the Company and the New Shares and New Options offered under this Prospectus must be regarded as a speculative investment. The Shares and Options offered under this Prospectus carry no guarantee with respect to return on capital investment, payment of dividends or the future value of the Shares and Options. Certain abbreviations and other defined terms are used throughout this Prospectus. Defined terms are generally identifiable by the use of an upper case first letter. Details of the definitions and abbreviations used are set out in Section 8 of this Prospectus. 3

19 CORPORATE DIRECTORY DIRECTORS Peter McNeil Robert McNeil Graham Fish Warren Staude David Swain Managing Director Non-Executive Chairman Non-Executive Director Non-Executive Director Non-Executive Director CHIEF FINANCIAL OFFICER Jay Stephenson JOINT COMPANY SECRETARIES Jay Stephenson /Paige McNeil REGISTERED OFFICE 6/34 York St WA 6906 Australia SOLICITORS TO THE COMPANY Hynes Lawyers Level 6, Gateway Building 50 Appel St Surfers Paradise QLD 4217 Australia AUDITORS BDO Kendalls 8/256 St Georges Terrace Perth WA 6000 Australia SHARE REGISTRY Registries Limited Level 7, 207 Kent Street Sydney NSW 2000 Australia CONTACT DETAILS Web: Telephone: +61 (8) Facsimile: +61 (8) ASX CODE: FNT 4

20 KEY INFORMATION Entitlement 1 New Share and 1 New Option for every Existing Share held as at the Record Date Offer Price per New Share $0.035 Free-attaching New Options For every 1 New Share issued, Applicants will also receive 1 free New Option to subscribe for 1 Share Exercise Price for New Options $0.045 Expiry Date for New Options 3 December 2010 Shares on issue as at date of this Prospectus 148,866,279 Existing Options on issue as at the date of this Prospectus Maximum number of New Shares and New Options offered under this Prospectus assuming none of the Existing Options are exercised prior to the Record Date 3,048, ,866,279 New Shares 148,866,279 New Options Total number of Shares if all New Shares are allotted 297,732,558 Amount to be raised if all New Shares on offer are issued Up to $5,210,320 5

21 KEY DATES This Prospectus (prepared in accordance with the Corporations Act and ASX Listing Rules), is dated 14 August The following are key dates relating to the Offer that you need to be aware of. Activity Date Announcement of Offer 14 August 2009 Lodge Appendix 3B and Prospectus with ASIC and ASX 14 August 2009 Dispatch of notices to Shareholders informing them of the Rights Issue 17 August 2009 Shares trade on an ex Entitlement basis 18 August 2009 Record Date for Entitlement to participate in the Rights Issue 24 August 2009 Prospectus and Entitlement and Acceptance Form dispatched to Shareholders 26 August 2009 Closing Date for Receipt of Entitlement and Acceptance Form 15 September 2009 Securities quoted on deferred settlement basis 16 September 2009 ASX notified of under subscriptions 18 September 2009 Holding statements for New Shares and New Options are dispatched to Shareholders Normal ASX trading for New Shares and New Options commences 23 September September 2009 These dates are indicative only and are subject to change. The Company reserves the right to amend this indicative timetable at any time and (subject to the Corporations Act and ASX Listing Rules), to extend the latest date for receipt of Entitlement and Acceptance Forms, to accept late Entitlement and Acceptance Forms either generally or in particular cases, or to cancel the Rights Issue without prior notice. 6

22 LETTER FROM BOARD OF DIRECTORS 14th August 2009 Dear Shareholder / Investor On behalf of the Directors of Frontier Resources Ltd (Frontier), I am pleased to invite you to participate in this Rights Issue, which seeks to raise up to approximately $5.2 million. The funds raised will be used to help Frontier focus on progressing its northern Tasmanian gold and base metal resources to development and cash flow, while continuing to explore the highly mineralised Pacific Rim of Fire in Papua New Guinea (PNG) for Company Maker World Class copper and gold Deposits. Frontier holds a carefully selected and diverse portfolio of high potential projects, comprising 2 Retention Licences (7km 2-100% interest) and 1 Exploration Licence (11Km 2-90% interest) in Tasmania, plus 5 Exploration Licences* (1,795 km² - 100% interest) in PNG. Frontier s ongoing strategy has five prongs, with funds raised under the Offer to be used to: Advance the Narrawa and Stormont Deposits in Tasmania toward development; o Initiate obtaining a Mining Lease(s) from Mineral Resources Tasmania; o o o o Continue feasibility studies on the deposits including resource expansion and infill drilling to allow upgrading of the resources and estimation of a reserve; Evaluate development scenarios for the deposits including Frontier mining and treating the mineralisation, toll milling and other options; Assess the proximal high-grade tungsten mineralisation potential at Narrawa by drilling, to determine if it can contribute to the Narrawa gold-lead-zinc-silver mining operation; Assess alternate metallurgical treatment options that could be more effective and/or capable of also extracting the associated bismuth at Stormont and tungsten at Narrawa. Drill test and define resources at the Esis porphyry copper deposit on the island of New Britain in PNG. The targets are a World Class primary copper deposit and/or a more easily developed, near surface and higher average grade, secondary (supergene) copper deposit; Initiate surface exploration and undertake extensive hand trenching on the multiple very high-grade gold targets at Bulago in PNG to define the mineralised horizons and future drilling targets; Advance the remaining tenements held by Frontier in PNG and Tasmania with cost effective exploration and/or by looking to enter into and fund joint ventures to advance these tenements (* Frontier has agreed to sell EL 1596 for A$300,000 cash); Complete the construction of 3 new diamond drilling rigs for Frontier s use or sale; and To provide working capital. Excellent and good metallurgical recoveries have been obtained for both the Narrawa and Stormont mineralisation by flotation and normal Carbon in Pulp (CIP) processing, respectively. The resource estimations were incorporated into a Conceptual Mining Study (CMS) that evaluated the potential for both deposits to be placed into development. 7

23 The CMS shows that the Narrawa and Stormont Deposits can be economically mined and concentrated or CIP processed at site, with toll smelting of the Narrawa concentrate at the Risdon refinery. However, the project has a short mine life and would be substantially more robust with a larger resource. Increasing the total resources will be a priority with the next drilling program. Narrawa The precious and base metal resource for the Narrawa Deposit was upgraded to Indicated and Inferred, containing 23,550 ounces of gold equivalent grading 3.5 g/t gold equivalent (0.5g/t gold cut-off grade). The resource consists of 14,125 ounces of gold, plus 131,300 ounces of silver, 2,765 tonnes of lead and 2,335 tonnes of zinc. The mineralisation is contained within 209,330 tonnes of rock grading 2.10 g/t gold, 19.5 g/t silver, 1.32% lead and 1.12% zinc. An Indicated Resource was estimated for the first time and it consists of 162,755 tonnes grading 3.61 g/t gold equivalent (2.11 g/t gold, 20.5 g/t silver, 1.42% lead and 1.2% zinc). Narrawa is a steeply dipping, on/near surface, stratabound/stratiform skarn deposit hosted within 4 lodes which are near surface and can be mined by open pit mining methods. The Indicated and Inferred Resource is up to 220m long, 20m wide and 60m deep. Good scope exists to continue to increase the Narrawa Resource along strike in both directions, within the fault offset dip component and in other relatively untested sectors of the project area. Mineralisation potential exists along strike to the southeast, with additional drillholes yielding 3.7m of 1.11 g/t gold (NC016) and 1.35m of 0.19g/t gold + 42 g/t silver+ 2.0% lead % zinc % copper (also NC016) and 2.2m of 0.12g/t gold + 15 g/t silver+ 0.79% lead % zinc % copper associated with a UTEM anomaly (NC017). In addition, across strike from Narrawa in the 666 lode there are mineralised holes returning 1.5m of 25.2 g/t gold (NC025), 2m of g/t gold (NC035), 7m of 2.13 g/t gold and 4.5m of 3.26 g/t gold (NC036), that are not included in the resource estimation. Stormont The maiden Inferred Resource for the high grade zone at Stormont contains 13,430 ounces gold, 27.7 tonnes bismuth and 10,340 ounces silver, within 91,400 tonnes of mineralised rock grading 4.57g/t gold, 0.30% bismuth and 3.52g/t silver (1.5g/t gold cut-off grade). Stormont is a skarn-style stratiform deposit located in the core and on the limbs of a shallowly southeasterly plunging syncline at its northwestern end. The deposit is located on or very near surface and ranges in stratigraphic thickness between 10m and 15m. A consistently mineralised resource is modelled in the 150m long, NW part of the central syncline, referred to as the high grade zone. There is good scope to increase the resource with additional drilling in the SE of the central syncline, the untested western sector of the western syncline and proximal to the eastern thrust. Significant high grade gold+/-bismuth intersections have been demonstrated over the entire 300m known length of the central syncline, with drillholes SD8, SD10, SD33 and SD44, returning up to 4m of 12.7 g/t gold, that is not included in the resource estimation. Esis The objective is to drill test and define resources at the Esis porphyry copper Deposit on the island of New Britain in PNG. The targets are a possible World Class primary copper deposit and/or a more easily developed, near surface and higher average grade secondary (supergene) copper deposit. The strongly copper mineralised zone is more than 1,400m long before going under volcanic rocks to the north and is generally about 400m wide (but is up to 1,000m wide). Fifteen very shallow Winkie reconnaissance holes and four deeper diamond core holes were drilled into primary mineralisation about 35 years ago. Six had a weighted copper average for their entire length greater than 0.2% and were terminated in copper mineralisation. The best holes included DW7 with 21.6m grading 0.50% copper and DW15 with 30.3m grading 0.41% copper. These holes cover 1,000m of strike extent with the mineralized zone open to the north and south. 8

24 The best results from the 4 hole diamond drilling program was from MD23, with 27m of supergene grading 0.71% copper (from 33m depth), plus 66m of primary grading 0.42% copper (from 86.6m to end of hole), with the last 7.6m of the hole grading 0.49% copper. Esis is a breccia related porphyry copper deposit and these systems often have extensive vertical mineralisation and high associated tonnages. Bulago The Bulago EL is located in PNG between the World Class OK-Tedi porphyry copper-gold and the Porgera epithermal/intrusive related gold Deposits. Targets are very high-grade epithermal and skarn gold, bulk mineable intrusive related gold and porphyry copper-gold-molybdenum deposits. The Suguma Prospect has very high gold grades in narrow (1 to 7m) structures in both the intrusives and the contact aureole sediments. It is located on the NW side of a large (1km x 1km) copper and disjointed gold in soil anomaly, within a large (4.5km x 6km), well-defined sub-circular, gold, zinc and copper drainage anomaly. The drainage anomaly covers the recessive intrusive in a circular drainage basin, with anomalism continuing up to the peripheral limestones, demonstrating the skarn potential. The Suguma Prospect outcrop channel samples of sulphidic breccia and intrusive (true widths are unknown) include: 15m of 57.4 g/t gold; 6m of 72.2 g/t gold; 0.85m of 754 g/t gold; 2m of 188 g/t gold; and 1.1m of 55 g/t gold. Four km to the SE of Suguma is the Funutu Prospect, where very high grade precious and base metal intrusive and breccia rock samples were collected from outcrop, which have never been mapped, soil sampled, trenched or drilled. Results include: 197 g/t gold g/t silver % copper % zinc + 5.5% lead; 108 g/t gold g/t silver % copper + 4.8% zinc % lead; and 43 g/t gold +120 g/t silver % copper % zinc % lead. Two km to the SE of Suguma, a boulder of skarn assayed 145 g/t gold + 11g/t silver % copper + 8.6% zinc % lead. The skarn potential of the Bulago region has never been evaluated and further investigation is strongly warranted. Andewa The Komsen Prospect at Mt Andewa in PNG contains several sub-parallel base-metal quartzcarbonate veins within a 1km long structural zone. Historic surface trenches included 5.0m of 18.5g/t gold, 3.7m of 12.6g/t gold, 3m of 14.3g/t gold and 21.65m of 4.4g/t gold. Frontier has completed 22 diamond drill holes at Komsen for a total of 2,353.9m. Drilling has confirmed the continuity of higher gold grades at various depths in the main mineralised structure and results have included 7.9m of 10.01g/t gold, 10.8m of 7.4g/t gold, 3m of 10.97g/t, 1m of 19.0 g/t gold g/t silver+ 10.3% zinc. The gold mineralisation has a drilled strike length of 180m and is known in a single hole to about 320m vertical depth. The higher grade gold is extensive and could run the length of the system. A resource will be estimated in late 2009 and future exploration options will be evaluated at that time. Corporate Frontier is an innovative explorer operating with a policy of drilling on our quality projects using our own efficient, man-portable diamond core rig. Substantial feasibility and exploration programs are planned during the coming year and for them to be undertaken we require additional funds, and we therefore ask shareholders to seriously consider participating in this Rights Issue. 9

25 Shareholders can participate in the Rights Issue by subscribing to this Offer consisting of one New Share at 3.5 cents for every Share held on the Record Date (with one free attaching New Option for every New Share purchased). The free attaching New Options are exercisable at 4.5 cents on or before 3 December You may apply for additional New Shares in excess of your entitlement. The Directors will allocate any New Shares from the Shortfall at their discretion having regard to the order of receipt of Applications. On 13 August 2009 the closing price of Shares was $ Frontier is an ASX listed junior mineral explorer whose shares also trade on the Frankfurt, Berlin and Munich Stock Exchanges. For more information about Frontier s projects, please refer to the Company s Quarterly Reports and recent releases to the ASX on our website ( or feel free to call me on +61 (0) Frontier is seeking exploration and corporate success with a strategy aimed at increasing the value of Frontier s properties in Tasmania and PNG. The Directors and Management are highly motivated for the success of Frontier, with more than 150 years combined experience in PNG and Australia. Please consider participating in this opportunity and thank you in advance for your support. Sincerely, FRONTIER RESOURCES LTD P.A.McNeil, M.Sc. MANAGING DIRECTOR COMPETENT PERSON S STATEMENT The information in this report that relates to Exploration Results and Mineral Resources is based on information compiled by, or compiled under the supervision of Peter A. McNeil - Member of the Aust. Inst. of Geoscientists. Peter McNeil is the Managing Director of Frontier Resources, who consults to the Company. Peter McNeil has sufficient experience which is relevant to the type of mineralisation and type of deposit under consideration to qualify as Competent Person as defined in the 2004 Edition of the Australasian Code of Reporting Exploration Results, Mineral Resources and Ore Resources. Peter McNeil consents to the inclusion in the report of the matters based on the information in the form and context in which it appears. Notes: The gold equivalent formula used to calculate the gold equivalent values is as follows: gold Equivalent (g/t) = gold g/t + (lead% x ) + (zinc% x ) + (silver g/t x ) This formula is based on metal prices obtained on 7th April 2009, these being US$884/oz gold, US$0.5965/lb lead, US$0.5987/lb zinc and US$12.26/oz silver Skarn gold silver -basemetal deposits such as the Narrawa Deposit typically recover contained gold, silver and basemetals if in sufficient quantities (subject to metallurgical characteristics and prevailing metal prices). The ASX requires metallurgical recovery be specified for each metal and they are: 96.7% for gold, 98.5% for zinc, 95.6% for lead and 92.4% for silver. It is the Company s opinion that each of the elements included in the Narrawa metal equivalent calculations have a reasonable potential to be recovered if the project proceeds to mining. 10

26 SECTION 1 RIGHTS ISSUE DETAILS This summary is not intended to provide full details of the investment opportunity. Shareholders should read this Prospectus in full to make a fully informed investment decision. Details of recent announcements are set out in section 3 of this Prospectus. 1.1 The Offer The Company is making an Offer to Eligible Shareholders of up to 148,866,279 New Shares at an Offer Price of $0.035 for each New Share, by way of a pro-rata non-renounceable Rights Issue. The Offer Price is payable in full by Eligible Shareholders on acceptance of the Offer. Applications for New Shares will be accepted from the date of this Prospectus until 5.00pm (AEST) on the Closing Date (15 September 2009). Each Eligible Shareholder is entitled to subscribe for 1 New Share for every 1 Existing Share held by the Shareholder on the Record Date. The New Shares will be fully paid ordinary shares and will rank equally in all respects from the date of allotment with the existing class of quoted Shares. For every 1 New Share issued pursuant to this Prospectus, Applicants will also receive 1 New Option to subscribe for 1 Share at an Exercise Price of 4.5 cents, exercisable no later than 3 December 2010 (Expiry Date). The New Options are to be issued to Applicants for no extra consideration, and will be issued on the terms and conditions as set out in section 5 of this Prospectus. This Offer is made on a non-renounceable basis. Shareholders who are registered as at 5.00pm (AEST) on the Record Date may not sell or transfer all or any part of their Entitlement to New Shares or New Options. Information on how to deal with Entitlements is set out at Section 2 of this Prospectus. 1.2 Closing Date The Offer will close at 5.00pm (AEST) on 15 September 2009, subject to the right of Directors to extend the Closing Date. As the Offer is non-renounceable, Eligible Shareholders do not have the right to sell their Entitlements. Eligible Shareholders have the opportunity to subscribe for all, part or none of their Entitlement to New Shares and New Options. In addition, Eligible Shareholders may apply for Additional New Shares (which will include the free attaching New Options) under the Offer pursuant to section To the extent that any part or all of an Entitlement is not taken up, it will lapse on the Closing Date. Eligible Shareholders should be aware that their Entitlement may have value. If you decide not to accept all or part of your Entitlement, your Entitlement will lapse. It is therefore important that Shareholders take action if they wish to accept their Entitlement in accordance with the instructions on the accompanying Entitlement and Acceptance Form. 1.3 Oversubscriptions Oversubscriptions will be accepted. 1.4 Underwriting This Offer is not underwritten and therefore there is no guarantee that all the projected proceeds of the Offer will be raised. 1.5 Purpose of the Rights Issue The purpose of the Rights Issue is to raise up to $5,210,320 before transaction costs. 1.6 Use of Funds Funds will be used to: Advance the Narrawa and Stormont Deposits in Tasmania toward development; 11

27 o o o o o Initiate obtaining a Mining Lease(s) from Mineral Resources Tasmania; Continue feasibility studies on the Deposits including resource expansion and infill drilling to allow upgrading of the resources and estimation of a reserve; Evaluate development scenarios for the deposits including Frontier mining and treating the mineralisation, toll milling and other options; Assess the proximal high-grade tungsten mineralisation potential at Narrawa by drilling, to determine if it can contribute to the Narrawa gold-lead-zinc-silver mining operation; Assess alternate metallurgical treatment options that could be more effective and/or capable of also extracting the associated bismuth at Stormont and tungsten at Narrawa. Drill test and define resources at the Esis porphyry copper Deposit on the island of New Britain in PNG. The targets are a World Class primary copper deposit and/or a more easily developed, near surface and higher average grade, secondary (supergene) copper deposit; Initiate surface exploration and undertake extensive hand trenching on the multiple very high-grade gold targets at Bulago in PNG to define the mineralised horizons and future drilling targets; Advance the remaining tenements held by Frontier in PNG and Tasmania with cost effective exploration and/or by looking to enter into and fund joint ventures to advance these tenements (* Frontier has agreed to sell EL 1596 for A$300,000 cash); Complete the construction of 3 new diamond drilling rigs for Frontier s use or sale. To provide working capital The anticipated budget for the above use of proceeds, assuming the Offer is fully subscribed is as follows: Use of Proceeds Feasibility Studies, resource expansion and enhancement drilling and granting of Mining lease at the Narrawa + Stormont Deposits Drill test to define resources at the Esis copper Deposit from near surface and higher average grade, secondary and also primary porphyry copper mineralisation Initiate surface exploration and undertake extensive hand trenching on the multiple very high-grade gold targets at the Bulago Prospect to define mineralised horizons and future drilling targets; Period to $1,700,000 $1,500,000 $400,000 Exploration on Andewa and Leonard Schultz Projects $550,000 Downhole EM and drilling on SMRV Project $300,000 Drill Rig Construction $350,000 Working Capital $400,000 Total $5,200,000 If less than the full subscription is raised, the funds will be applied firstly to the costs of the Offer and then to provide working capital, followed by the exploration activities in the order listed above. 12

28 Prospective applicants should consider the risks associated with this investment, particularly in relation to the current and future capital needs of the Company as set out in Section 6 of this Prospectus. 1.7 Eligible Shareholders To qualify for the Rights Issue, a Shareholder must: (a) be registered as a Shareholder at the close of business (5.00pm AEST) on the Record Date; and (b) have an address in Australia or New Zealand as recorded on the Share Register as at the Record Date. 1.8 Non-Eligible Foreign Shareholders The Offer is being made to Eligible Shareholders with registered addresses in Australia or New Zealand (as at the Record Date). The Company reserves the right however in its absolute discretion to offer the Rights Issue to a Shareholder with an address in the Share Register outside Australia or New Zealand if the Company is satisfied that it is not precluded from lawfully issuing New Shares to that Shareholder either unconditionally or after compliance with conditions which the Board in its sole discretion regard as acceptable. This Prospectus does not constitute an offer or invitation to acquire securities in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. No action has been taken to register the New Shares or otherwise permit an offering of New Shares in any jurisdiction outside of Australia or New Zealand. The distribution of this Prospectus outside Australia or New Zealand may be restricted by law. If you come into possession of this Prospectus, you should observe any such restrictions and should seek your own advice on such restrictions. Any failure to comply with such restrictions may contravene applicable securities laws. 1.9 Entitlements and Application The Offer is restricted to Eligible Shareholders of the Company who are registered as Shareholders at the Record Date. The number of New Shares and New Options to which a Shareholder is entitled is shown on the accompanying Entitlement and Acceptance Form. Fractional entitlements to New Shares have been rounded up to the nearest whole number of New Shares. Applications for New Shares and New Options under the Offer can only be made by completing the Entitlement and Acceptance Form in full, in accordance with the instructions on it, and returning it to the Company as directed Existing option holders The Record Date for the purpose of the Offer is 5.00pm (AEST) on 24 August The holders of options issued by the Company may participate in the Offer if they exercise their options and are on the Company s share register as the holder of Shares on the Record Date Additional New Shares If Eligible Shareholders wish to apply for New Shares and New Options in excess of the Entitlement shown on their Entitlement and Acceptance Form, and: there is a Shortfall, the Company may place Additional New Shares to Eligible Shareholders in accordance with the explanation provided at Section 1.12 of this Prospectus; and where there is no Shortfall, acceptance will be deemed to be for the maximum Entitlement of the Eligible Shareholder. If you apply for New Shares in excess of your Entitlement, you must provide the Application Money for the full amount of New Shares applied for. There is no guarantee that you will 13