FOCUS MINERALS LTD — M&A Activity 2013

Apr 1, 2013

ASX ANNOUNCEMENT

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2 April 2013

FOCUS REACHES 98.90% INTEREST IN FOCUS LAVERTON AND WILL PROCEED WITH COMPULSORY ACQUISITION

Focus Minerals Ltd (“Focus”) [ASX: FML] and Focus Minerals (Laverton) Limited (“Focus Laverton”) on 15 March 2013 announced an unconditional recommended off-market takeover offer by Focus for all of the remaining Focus Laverton shares it does not currently own (“Offer”).

Focus is pleased to announce that it now has received acceptances for its unconditional recommended off-market takeover of Focus Laverton which give Focus a total relevant interest in Focus Laverton of 98.90%.

Compulsory Acquisition

Focus will now commence the compulsory acquisition process under the Corporations Act to acquire all outstanding shares it has not acquired under the Offer, in order to move to 100% ownership of Focus Laverton.

Issue of Focus shares under the Offer

Focus Laverton shareholders are free to accept the Offer until its closing date (7.00pm (Melbourne time) on 22 April 2013), and, in doing so, may benefit from receiving their consideration earlier than if those shares are compulsorily acquired. Focus intends to commence issuing the new Focus shares to Focus Laverton holders who have validly accepted the Offer (and who are not Ineligible Foreign Shareholders as defined in Focus' bidder's statement dated 19 March 2013) from Friday, 26 April 2013.

Issue of Focus shares following compulsory acquisition

Focus Laverton shareholders whose shares are compulsorily acquired will receive their consideration at the end of the compulsory acquisition period, which is likely to be approximately four weeks after the Offer Close Date.

Other

The consideration being offered to Focus Laverton shareholders is 1 Focus share for every 0.725 Focus Laverton shares. At the closing price of Focus shares on 14 March 2013 of 2.0 cents per share, the Offer represents an implied offer price of 2.8 cents per Focus Laverton share.[1]

The independent expert appointed by Focus Laverton, BDO Corporate Finance, has opined that the transaction is fair and reasonable to Focus Laverton shareholders.

The Independent Director of Focus Laverton, Mr Geoff Stanley, recommends that all Focus Laverton shareholders accept the Offer , in the absence of a superior proposal.

The transaction will consolidate the Laverton assets into Focus, creating an Australian gold producer with targeted annual gold production of 200,000oz per annum from 2014, a combined Mineral Resource base of 4.3Moz of gold, and outstanding growth potential across two major Western Australian mining regions.

1 The value of the Offer may change as a consequence of changes in the market price of Focus shares.

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For further information please contact:

Don Taig Neil Le Febvre Chairman & Acting CEO Investor Relations Manager Focus Minerals Ltd Focus Minerals Ltd Ph: +61 (0)8 9215 7888 Ph: +61 (0)8 9215 7888

Michael Mullane Media Relations Cannings Communications Ph: +61 (0)2 8284 9990

Grey Egerton-Warburton Hartleys Limited Head of Corporate Finance Ph: +61 (0)8 9268 2888

Background of Focus Laverton

Focus Minerals (Laverton) Limited is an Australian gold producer and explorer based in Perth, Western Australia. With a primary focus on gold mining and exploration, the Company is actively advancing its flagship asset, the Laverton Gold Project, located 250km northeast of Kalgoorlie in Western Australia. Focus Laverton maintains a dominant land position of more than 1,200km[2] of highly prospective tenements in a world recognised and well-endowed mineralised geological domain.

Background of Focus

Focus Minerals Ltd (ASX: FML) is a top Australian gold producer operating in West Australia’s Eastern Goldfields. Focus now operates three mines within close proximity to the 1.2Mtpa Three Mile Hill processing plant in Coolgardie, 35km to the west of Kalgoorlie. The three Coolgardie mines (one underground and two open pit) are all in close proximity to Focus’ Three Mile Hill processing plant. Through its 81.57% shareholding in Focus Laverton, Focus also operates a fourth mine in Laverton, in Western Australia. In addition, Focus has three significant gold exploration projects. These are 223km2 in Coolgardie, a further 226km[2] at the world-class Treasure Island Gold Exploration Project at Lake Cowan on the BoulderLefroy fault system, and approximately 1,200 km[2] in Laverton (held through its 81.57% interest in Focus Laverton). Focus has a combined attributable Mineral Resource base of 3.9Moz and Ore Reserves of 453,000oz.

ANNEXURE A – MINERAL RESOURCE/RESERVE TABLES

	Measured Resources	Measured Resources	Measured Resources	Indicated Resources	Indicated Resources	Indicated Resources	Inferred Resources	Inferred Resources	Inferred Resources	Total Resources	Total Resources	Total Resources
	Tonnes ‘000t	Grade Au g/t		Tonnes ‘000	Grade Au g/t		Tonnes ‘000t	Grade Au g/t		Tonnes ‘000t	Grade Au g/t
			Ounces			Ounces			Ounces			Ounces
Coolgardie Operations (100%)
Tindals Project Total	416	4.6	62,000	10,777	2.4	837,000	3,409	2.3	251,000	14,602	2.4	1,150,000
Mount Project	131	7.8	33,000	588	5.2	98,000	576	5.5	97,000	1,295	5.5	228,000
Lindsays Project				4,350	1.7	238,000	3,562	2.0	233,000	7,912	1.8	471,000
Three Mile Hill Project				2,446	1.6	123,000	1,174	1.5	57,000	3,620	1.5	180,000
Norris Project							2,440	2.2	169,000	2,440	2.2	169,000
Total Coolgardie	547	5.4	95,000	18,161	2.2	1,296,000	11,161	2.2	807,000	29,869	2.3	2,198,000
Laverton Operations* (100%)
Barnicoat Project	390	1.7	21,000	2,486	1.7	135,000	3,378	1.3	137,000	6,254	1.5	293,000
Burtville Project				1,573	1.3	65,000	4,146	1.3	170,000	5,719	1.3	235,000
Central Laverton Project	41	1.5	2,000	2,768	1.8	164,000	825	1.8	48,000	3,634	1.8	214,000
Chatterbox Project	948	2.4	72,000	3,967	2.1	273,000	3,186	2.2	227,000	8,101	2.2	572,000
Jasper Hills Project	370	1.8	22,000	1,455	1.8	82,000	843	2.1	58,000	2,668	1.9	162,000
Lancefield Project				2,109	6.4	436,000	713	7.0	160,000	2,822	6.6	596,000
Total Laverton	1,749	2.1	117,000	14,358	2.5	1,155,000	13,091	1.9	800,000	29,198	2.2	2,072,000
81.57% share of Laverton	1,427	2.1	95,000	11,712	2.5	942,000	10,678	1.9	653,000	23,817	2.2	1,690,000
Total Attributable Mineral Resource (based on				100% of Coolgardie and 81.57% of Laverton)
Total Combined Resources	1,974	2.9	190,000	29,873	2.3	2,238,000	21,839	2.1	1,460,000	53,686	2.2	3,888,000
Total Combined Mineral		Resource (based on		100% of both operations)
Total Combined Resources	2,296	2.9	212,000	32,519	2.3	2,451,000	24,252	2.1	1,607,000	59,067	2.2	4,270,000

Some differences may result due to rounding. * Mineral Resources for the Laverton Gold Project are owned by Focus Laverton. Focus owns 81.57% of this subsidiary company.

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Ore Reserves	Proved Reserves:	Proved Reserves:	Proved Reserves:	Probable Reserves:	Probable Reserves:	Probable Reserves:	Total Reserves	Total Reserves
	Tonnes ‘000t:	Grade (g/t):
			Ounces:	Tonnes:	Grade (g/t):	Ounces:	Tonnes:	Grade (g/t):	Ounces:
Coolgardie Operations (100%)
Tindals Project	43	4.9	7,000	1,111	2.4	86,000	1,154	2.5	93,000
Three Mile Hill Project (O/P):				999	1.9	60,000	999	1.9	60,000
The Mount Project (U/G):				126	4.2	17,000	126	4.2	17,000
Stocks							551	0.7	13,000
Total Coolgardie	43	4.9	7,000	2,236	2.3	163,000	2,830	2.0	183,000
Laverton operations* (100%)
Barnicoat Project				589	2.2	41,000	589	2.2	41,000
Burtville Project				1,044	1.4	46,000	1,044	1.4	46,000
Central Laverton Project				825	1.3	34,000	825	1.3	34,000
Chatterbox Project	547	2.1	37,000	167	2.6	14,000	714	2.2	51,000
Jasper Hills Project				331	2.4	26,000	331	2.4	26,000
Lancefield				680	4.9	108,000	680	4.9	108,000
Stocks							628	1.3	25,000
Total Laverton	547	2.1	37,000	3,636	2.3	269,000	4,811	2.1	331,000
81.57% share of Laverton	446	2.1	30,000	2,966	2.3	219,000	3,924	2.1	270,000
Total Attributable Reserves & Stocks (based on 100% of Coolgardie and 81.57% of Laverton)
Reserve & Stock Totals:	489	2.4	37,000	5,202	2.3	382,000	6,754	2.1	453,000
Total Combined Ore Reserves (based on 100% of both operations)
Reserve & Stock Totals:	590	4.9	44,000	5,872	2.3	432,000	7,641	2.1	514,000

Some differences may result due to rounding. * Ore Reserves for the Laverton Gold Project are owned by Focus Laverton. Focus owns 81.57% of this subsidiary company.

Competent Person’s Statement

The information in this report that relates to exploration results and Mineral Resources is based on information compiled by Dr Garry Adams who is a member of the Australian Institute of Geoscientists. Dr Adams is a full time employee of Focus and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Dr Adams consents to the inclusion in the report of the matters based on the information in the form and content in which it appears.

The information in this report that relates to Ore Reserves is based on information compiled by Mr Peter Ganza who is a Member of the Australian Institute of Mining and Metallurgy. Mr Ganza is a full time employee of Focus and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Ganza consents to the inclusion in the report of the matters based on the information in the form and context in which it appears.