FRONTIER ENERGY LIMITED — Capital/Financing Update 2018

Aug 30, 2018

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

SUPERIOR LAKE RESOURCES LIMITED

ACN

139 522 553

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 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the+securities (e.g. 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)	(a) Ordinary shares (b) Ordinary shares (c) Unlisted options (d) Unlisted options
	(a) 117,142,858 (b) 1,000 (c) 10,000,000 (d) 10,000,000
	(a) Ordinary shares (b) Ordinary shares (c) Unlisted options exercisable at 6 cents expiring 36 months after issue (d) Unlisted options exercisable at 8 cents expiring 36 months after issue

4 Do the[+] securities rank equally (a) Yes in all respects from the[+] issue (b) Yes date with an existing[+] class of (c) Only when exercised quoted[+] securities? (d) Only when exercised 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 (a) $0.035 per Share (b) $0.035 per Share (c) Nil (d) Nil 6 Purpose of the issue (a) Shares issued under the Placement (If issued as consideration for announced on 24 August 2018. Funds the acquisition of assets, clearly raised under the Placement will be used identify those assets) to advance a Feasibility Study at the Company’s Superior Lake Project in Ontario, Canada, and for general working capital. (b) Pursuant to prospectus dated 31 August 2018 (c) Unlisted options issued as a fee for Placement (d) Unlisted options issued as a fee for Placement

6a Is the entity an[+] eligible entity Yes that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the[+] securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder 25 May 2018 resolution under rule 7.1A was passed

• See chapter 19 for defined terms.

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6c Number of+securities issued without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of+securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B.	44,883,425 Ordinary shares 1,000 Ordinary shares 10,000,000 unlisted options 10,000,000 unlisted options
	72,259,433 ordinary shares
	Nil
	Nil
	Yes Issue date: 31 August 2018 Issue price: $0.0350 15-day VWAP: $0.0385 75% of 15-day VWAP: $0.0289 Source: Bloomberg
	Not applicable
	Remaining 7.1 capacity: 43,504,727 Remaining 7.1A capacity: 1
	(a), (c) and (d) - 31 August 2018 (b) – Expected 10 September 2018

8 Number and +class of all +securities quoted on ASX (_including_the +securities in section 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (_including_the +securities in section 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	839,738,207	Fully paid ordinary shares
	Number	+Class
	20,000,000 25,000,000 27,000,000 10,000,000 10,000,000	Unquoted Options exercisable at $0.03 on or before 23 February 2022. Unquoted Options exercisable at $0.03 on or before 9 April 2021. Unquoted Options exercisable at $0.06 on or before 9 April 2021. Unquoted Options exercisable at $0.06 on or before 30 August 2021. Unquoted Options exercisable at $0.08 on or before 30 August 2021.
	Not Applicable

• See chapter 19 for defined terms.

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Part 2 - Pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 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 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable

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 offer documents 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) 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? 32 How do security holders dispose of their entitlements (except by sale through a broker)? 33 +Issue date	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable
	Not Applicable

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) +Securities described in Part 1

• See chapter 19 for defined terms.

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• (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 - 100,000 100,001 and over

• 37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

• 38 Number of[+] securities for which Not Applicable +quotation is sought

• 39 +Class of +securities for which Not Applicable quotation is sought

• 0 Do the[+] securities rank equally in Not Applicable all respects from the[+] issue date 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 Not Applicable

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Not Applicable
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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)

• Number +Class

• 42 Number and +class of all +securities quoted on ASX ( including the[+] securities in clause 38)

• See chapter 19 for defined terms.

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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.

• 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.

• 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 is not available now, we 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.

Sign here: ............................................................ Date: 31 August 2018 ~~(Director~~ /Company secretary)

Print name: KEONG CHAN

== == == == ==

• See chapter 19 for defined terms.

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Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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Insert number of fully paid [+] ordinary 208,957,985
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities 263,636,364 Shares issued in consideration
issued in that 12 month period under an for the Acquisition, as announced on 6
exception in rule 7.2 December 2017. Shareholder approval for
the Acquisition was obtained at the
• Number of fully paid [+] ordinary securities Company’s General Meeting held 6 February
issued in that 12 month period with 2018 (Appendix 3B dated 23 February
shareholder approval 2018).
• Number of partly paid [+] ordinary 227,272,727 Shares under the Placement.
securities that became fully paid in that Shareholder approval for the Placement was
12 month period obtained at the Company’s General Meeting
held 6 February 2018 (Appendix 3B dated 23
Note: February 2018).
• Include only ordinary securities here –
other classes of equity securities cannot 22,727,273 Shares issued as an option fee
be added pursuant to the Acquisition ( Option Fee
• Include here (if applicable) the securities Shares ). Shareholders ratified the issue of
the subject of the Appendix 3B to which the Option Fee Shares at the Company’s
this form is annexed General Meeting held 6 February 2018
• It may be useful to set out issues of (Appendix 3B dated 12 December 2017).
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary Nil.
securities cancelled during that 12 month
period
“A” 722,594,349
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• See chapter 19 for defined terms.

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Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 108,389,152
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insert number of [+] equity securities issued 44,883,425 Shares – August 2018 (the
or agreed to be issued in that 12 month subject of this Appendix 3B)
period not counting those issued:
1,000 Shares – August 2018 (the subject of
• Under an exception in rule 7.2 this Appendix 3B)
• Under rule 7.1A 10,000,000 unquoted options exercisable at
6 cents on or before 30 August 2021 (the
• With security holder approval under rule subject of this Appendix 3B)
7.1 or rule 7.4
10,000,000 unquoted options exercisable at
Note: 8 cents on or before 30 August 2021 (the
• This applies to equity securities, unless subject of this Appendix 3B)
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
“C” 64,884,425
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 108,389,152
Note: number must be same as shown in
Step 2
Subtract “C” 64,884,425
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C” 43,504,727
[Note: this is the remaining placement
capacity under rule 7.1]
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• See chapter 19 for defined terms.

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Part 2

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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“A” 722,594,349
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply “A” by 0.10 72,259,434
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insert number of [+] equity securities issued 72,259,433 Shares – August 2018 (the
or agreed to be issued in that 12 month subject of this Appendix 3B)
period under rule 7.1A
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as separate
line items
“E” 72,259,433
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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A	Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 Note: number must be same as shown in Step 2	72,259,434
Subtract“E” Note: number must be same as shown in	72,259,433

• See chapter 19 for defined terms.

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Step 3
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Total[“A” x 0.10] – “E”	1 Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

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