BOA RESOURCES LTD — Capital/Financing Update 2013

Feb 10, 2013

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11 February 2013

Dear Shareholder

Boadicea Resources Ltd - pro-rata non-renounceable rights issue

As announced in the Boadicea Resources Ltd (ACN 149 582 687) ( Boadicea or the Company ) December Quarter 2012 Quarterly Report dated 14 January 2013 and the Company’s prospectus dated 22 December 2011, Boadicea is undertaking a 1:1 pro rata non-renounceable rights issue ( Rights Issue or Offer ) of up to 41,602,505 options ( Options ) to raise up to approximately $416,025. The price of the Options under the Offer is $0.01 each ( Issue Price ). The Company lodged a prospectus for the Offer ( Prospectus ) with ASIC and ASX on 7 February 2013.

Boadicea intends to use the funds raised from the Offer for additional working capital, including funding exploration and meeting commitments in respect of Boadicea’s existing exploration projects over the next 12 months and towards expenses of the Offer.

The Offer is being made to all shareholders of the Company ( Shareholders ) named on its register of members at 5:00pm WST on 18 February 2013, whose registered address is in Australia or New Zealand ( Eligible Shareholders ).

Each Option gives the Optionholder the right to subscribe for one fully paid ordinary share in the capital of the Company ( Share ). Each Option is exercisable at $0.20 and will expire at 5.00pm (WST) on the date which is 12 months after the date of allotment.

The Company will apply to ASX for quotation of the Options to be issued pursuant to the Prospectus. If approval is not obtained from ASX before the expiration of 3 months after the date of issue of the Prospectus (or such period as varied by ASIC), the Company will not issue any Options and will repay all application monies for the Options within the time prescribed under the Corporations Act, without interest.

The Company does not currently have any options on issue. Following completion of the Offer, the Company will have issued up to approximately 41,602,505 Options.

A copy of the Prospectus is available on ASX’s and Boadicea’s website. Eligible Shareholders will be mailed a Prospectus together with an Entitlement and Acceptance Form no later than 20 February 2013. Your entitlement will be set out on the personalised Entitlement and Acceptance Form accompanying the Prospectus.

Boadicea Resources Ltd. ACN 149 582 687 Suite 2, 25 Koornang Rd. Carnegie, Victoria 3163 Australia. Phone: +61 3 95693467 Fax: +61 3 95723762 E: cdudley@access.net.au

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Actions required of Eligible Shareholders

There are a number of actions Eligible Shareholders may take:

• You may wish to accept all of your rights to subscribe for Options pursuant to the Prospectus ( Entitlement ). To take up all or some of your Entitlements you will need to ensure your application money for the Entitlements you wish to take up is received by Advanced Share Registry Ltd ( Share Registry ) by no later than 5:00 pm WST on 8 March 2013, by completing and returning your Entitlement and Acceptance Form together with your cheque made payable in Australian currency, for the amount indicated on the Entitlement and Acceptance Form.

• You may wish to accept part of your Entitlement. To take up part of your Entitlement you will need to ensure your application money for the Entitlements you wish to take up is received by the Share Registry by no later than 5:00 pm WST on 8 March 2013, by completing and returning your Entitlement and Acceptance Form by filling in the number of Options you wish to accept in the space provided on the Entitlement and Acceptance Form together with your cheque made payable in Australian currency, for the amount indicated on the Entitlement and Acceptance Form (at $0.01 per Option).

• You may do nothing. If you choose to do nothing with your Entitlements, while you will continue to hold the same number of Shares, your interest in the Company will be diluted and you will receive no value for your Entitlement.

Key dates for the Offer

Event	Proposed Date
Prospectus lodged with ASIC	7 February 2013
Prospectus and Appendix 3B lodged with ASX	7 February 2013
Notice of Rights Issue sent to shareholders	11 February 2013
Existing shares quoted on an ‘ex’ basis	12 February 2013
Record date	18 February 2013
Despatch of Rights Issue Documents to Eligible Shareholders Offer Period Opens	20 February 2013
Offer Period Closes	5.00pm (WST) 8 March 2013
Securities quoted on a deferred settlement basis.	12 March 2013
Notification of under-subscriptions to ASX (if any)	14 March 2013
Options Issued Holding statements despatched	19 March 2013

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If you have any queries concerning the Rights Issue, or the action you are required to take to subscribe for Options, please contact your financial adviser or Clarke Dudley, Boadicea’s Executive Chairman, on +61 3 9569 3467.

Yours sincerely

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Clarke Dudley Executive Chairman and Chief Executive Officer