GEOPACIFIC RESOURCES LTD — Interim / Quarterly Report 2013

Apr 29, 2013

MARCH 2013 QUARTERLY REPORT

Geopacific Resources NL (GPR) is pleased to provide the following report on corporate news and exploration activities undertaken at the Company's Fiji and Cambodia projects during the three month period ending 31 March 2013.

HIGHLIGHTS

EXPLORATION ACTIVITIES

• Kou Sa, Cambodia
• Option to purchase Kou Sa Copper Project acquired through Takeover of Worldwide.
• Sampling of diamond core has confirmed results from 2011 drilling and identified new significant Cu mineralisation in 2012 drilling. Some key downhole drilling results include:
  • 20.0m @ 2.68% Cu from 3m
  • 22.2m @ 1.96% Cu from surface
  • $\bullet$ 19.1m @ 3.65% Cu from Surface
• Soil sampling has identified Cu and Zn anomalism over an 8km strike length, covering existing prospects as well as identifying new prospect locations.
• Sabeto/Vuda, Fiji
• Review of existing drilling and geochemical data along with petrology report on ×. drilling indicates potential for untested mineralising porphyry intrusions in close proximity to the southeast of SBD001.

CORPORATE NEWS

• Finalisation of Takeover of Worldwide Mining Projects Ltd ("Worldwide")
• Example 15 Issue of 52,100,000 shares to Worldwide shareholders
• Appointment of Ron Heeks as Managing Director
• EXECUTE: Appointment of Mark Bojanjac as Non-Executive Director
• Raising of \$425,000 at a price of \$0.10 per share
• Appointment of Milan Jerkovic as Non-Executive Director

EXPLORATION ACTIVITIES

KOU SA PROJECT

Option to purchase 85%

GPR acquired the Kou Sa Copper Project ("Kou Sa") through its 100% Takeover of Worldwide Mining Projects Limited ("Worldwide") in March 2013. Worldwide and its 15% partner, The Royal Group,

entered an Option Agreement with the Owners of Kou Sa on 31 January 2013 whereby they have the option to acquire the Kou Sa project for \$14.0 Million at the end of a 12 month due diligence period.

The Kou Sa project is located in the Preah Vihear district of Cambodia and was discovered by French geologists in the 1950's. No further exploration work was undertaken until 2008. Exploration since then has been successful in identifying copper-zinc semi-massive sulphide mineralisation in drilling and has delineated a series of copper-zinc geochemical anomalies in regional soil sampling.

Drilling of several prospect areas on the tenement revealed several zones of high grade copper, zinc, and silver with anomalous gold. This initial drilling was completed in 2011 and 2012 using a small 120m capacity drill rig. Sampling of the 4,000m of shallow diamond drilling was completed in Q1 2013, and yielded the following significant downhole results:

• $\bullet$ 20m @ 2.68% Cu from 3m
• 12.2m @ 2.11% Cu from 15m $\bullet$
• 9.85m @ 3.11% Cu from 35.6m $\bullet$
• 19.1m @ 3.65% Cu from 27.3m ٠
• 22.2m @ 1.96% Cu from surface ö
• 11.7m @ 1.80% Cu from 10.8m ٠
• 20.0m @ 1.17% Cu from 30m
• 12.0m @ 1.01% Cu from 8m $\bullet$

Figure 1: Section through Prospect 100 showing interpreted deep source to mineralisation.

Soil geochemistry completed over the south-western third of the tenement was successful in identifying a cohesive 8km long zone of copper anomalism stretching across the tenement. This survey was able to define the known prospects (100 and 117), indicating the effectiveness of this

technique, and identified new, as yet untested prospects. Copper anomalism is continuous over the 8km strike length of this zone, except where topography is cut by drainage channels and flood plains. Significant transported cover in these areas may be masking the geochemical signature.

Figure 2: Kou Sa copper-in-soil geochemistry with significant drillhole intercepts

During the forthcoming quarter a soil geochemistry program will be ongoing to complete sampling over the entire tenement area. An electromagmetic (EM) ground based, geophysical survey will commence over the 100 Prospect to test the method prior to extending over the remainder of the geochemical anomaly. A detailed aeromagnetics program is also planned for later in the quarter. The Kou Sa field camp construction will be finalised in the near term.

VUDA & SABETO PROJECTS

SPL 1368 (Vuda) & 1361 (Sabeto) 100% Geopacific Ltd (subsidiary of GPR)

An evaluation of the drilling and geochemical programmes completed in 2012 highlighted an area just to the south of SBD001 as having potential to host as yet untested porphyry Au-Cu mineralisation as identified in SBD001.

The final report of a petrology programme conducted on the first phase of drilling at Sabeto provides evidence that there is still an untested source to the porphyry mineralisation encountered in SBD001. This mineralisation, although of lower tenor is associated with the correct alteration minerals to strongly suggest the presence of a larger mineralising source nearby. Based on exploration results to date and the conclusions of the petrology report, the exploration model for the Sabeto project has been revised.

Figure 3: Interpreted section showing theoretical position of mineralising porphyry with respect to existing drilling and geochemistry

Work planned for Q2 over this project includes infill stream sediment and soil sampling aimed at developing a target for future drilling programmes to test the porphyry potential of this area.

The final payment of the Vuda option agreement was made during the quarter, giving GPR 100% ownership of the tenement. The final amount paid for the tenement was A\$xxx including A\$xxx in interest. Geopacific believes Vuda has potential for a deeper porphyry source to the epithermal Au mineralisation already seen at surface.

NABILA PROJECT

SPL 1216 (Nabila) & 1415 (Kavukavu) 100% Millennium Mining (Fiji) Ltd (subsidiary of GPR)

A review of the existing drilling, geochemistry, and geological mapping over both tenements commenced during the quarter, with the intention of ground truthing the existing geological model to determine the potential for new or extensions of known mineralisation.

Geological mapping and rock chip sampling of the Nabila tenement and a review of the skarn and porphyry potential of the Kavukavu tenement is planned for Q2 2013.

RAKI RAKI JV PROJECT

SPL 1231 (Rakiraki), SPL 1373 (Qalau), & SPL 1436 (Tabuka) 50% Beta Ltd (subsidiary of GPR) / 50% Peninsula Minerals Ltd

A review of the Rakiraki data is ongoing and is aimed at identifying areas for further exploration programmes. The potential for further epithermal Au mineralisation at both Rakiraki and Qalau has been noted from previous exploration. Exploration programmes planned for Q2 2013 will be designed to test effectively the potential of these areas for extensions to the known mineralisation,

as well as determining the style of mineralisation already encountered through multi-element geochemistry of existing drilling.

CAKAUDROVE PROJECT

SPL 1493 (Cakaudrove) 100% Geopacific Ltd (subsidiary of GPR)

No field work was completed during the quarter.

NUKU PROJECT

SPL 1377 (Nuku) & CX 667 (application) 100% Geopacific Ltd (subsidiary of GPR)

The Nuku tenement was relinquished during the quarter allowing Geopacific to focus its attention on higher priority projects.

OCCUPATIONAL HEALTH, SAFETY & ENVIRONMENT

Geopacific is pleased to announce that there were no work injuries or environmental issues during the quarter.

CORPORATE NEWS

FINALISATION OF TAKEOVER OF WORLDWIDE MINING PROJECTS LTD ("WORLDWIDE")

On 3 January 2013 The Board of GPR announced an off-market, target board-recommended 1:1 scrip takeover bid for 100% of Worldwide, an unlisted public company. Bidders and Target Statements were issued on 7 January 2013.

The Board of Directors of GPR convened an extraordinary meeting of shareholders for 11 March 2013 where shareholders resolved to accept the proposed Takeover to acquire 100% of the shares of Worldwide as well as to provide shares as consideration for some other expenditure items.

On 26 March 2013, acceptances for the transfer of 100% of the Issued Shares of Worldwide were received by GPR and in accordance with the terms of the Bid, Mr Ron Heeks was appointed Managing Director and Mr Mark Bojanjac was appointed a Non-Executive Director of GPR. Also Mr Tim Biggs Chairman and Mr Ian Simpson Non-Executive Director of the Company stepped down. Mr Charles Bass assumed the position of Chairman.

All other preconditions of the Takeover of Worldwide having previously been completed the Board of Geopacific authorised the issue of 52,100,000 fully paid ordinary shares in exchange for 100% of the Issued Shares of Worldwide and the shares were issued on 28 March 2013.

RAISING OF \$425,000 AT A PRICE OF \$0.10 PER SHARE

On 20 February 2013 GPR announced that the Company has agreed to place 4,250,000 ordinary fully paid shares in the Company at 10 cents each, raising \$425,000 before costs.

The funding was to ensure the Company had sufficient working capital to meet budgeted expenditure on its Fijian exploration projects and administration outgoings. The placement was completed within the Company's 15% placement capacity and was made to sophisticated investors.

SUBSEQUENT EVENTS

APPOINTMENT OF MILAN JERKOVIC AS A DIRECTOR OF GPR

On April 2013 the Company appointed Mr Milan Jerkovic as a Non-Executive Director of the Company.

Mr Milan Jerkovic is a qualified geologist with postgraduate qualifications in Mining & Mineral Economics. Mr Jerkovic has over 25 years of experience in the mining industry involving resource evaluation, operations, financing, acquisition, project development and general management. Mr Jerkovic was most recently the Chief Executive Officer of Straits Resources Limited and has held positions with WMC, BHP, Nord Pacific, Hargraves, Tritton and Straits Asia. Mr Jerkovic was the founding Chairman of Straits Asia Resources.

Mr Jerkovic is a Fellow of the Australian Institute of Mining and Metallurgy and a member of the Australasian Institute of Company Directors.

Mr Jerkovic holds a B. App. Sc (Geology, Post Graduate Diploma (Mineral Economics), Post Graduate Diploma (Mining).

For all further information on Geopacific Resources N L please contact Mr Ron Heeks Managing Director +61 8 6143 1821 rheeks@geopacific.com.au

GEOPACIFIC'S SAMPLING 2011-2012

Results from Geopacific's sampling of the entire 2011 and 2012 drill core are:

Hole ID	Easting	Northing	RL	From	To	Interval	Cu %	Zn %	Depth	Azimuth	DIP
$100 - 1 - A$	547196	1519218	113	3	23	20.00	2.68	0.316	125	$\alpha$	$-90$
$100 - 1 - B$	547124	1519196	130	21	23	2.00	0.51	0.288	100	15	$-70$
				27	30.2	3.20	1.90	0.349
				37.55	39.9	2.35	3.41	0.019
$100 - 1 - E$	547244	1519209	143	15	27.2	12.20	2.11	0.342	105	360	$-70$
$100 - 1 - F$	547206	1519196	125	42.3	43.7	1.40	2.58	0.024	120	0	$-90$
$100 - 1 - G$	547153	1519182	119	22.35	28	5.65	0.72	0.023	122	11	-70
				35,6	45.45	9.85	3.11	1.259
$100 - 1 - G - 2$	547163	1519261	139	14.1	16	1.90	0.52	0.481	110	15	$-70$
				19.2	20.9	1.70	1.17	0.222
				29.8	35	5.20	2.81	0.455
$100 - 1 - H$	547201	1519151	134	27.3	46.4	19.10	3.65	0.052	100	11	$-70$
$100 - 1 - J$	547195	1519220	112	5	20	15.00	1.21	0.205	38.7	15	$-70$	٠۰
				29.6	33	3.40	1.60	0.56
$100 - 1 - 0$	547175	1519184	141	37.85	40	2.15	0.76	0.235	120	5 z	$-70$
				53	55	2.00	0.83	0.02
$100 - 1 - Q$	547109	1519231	119	9	18.1	9.10	1.01	0.16	90	25	$-70$
$100 - 1 - S$	547223	1519160	146	26.5	33.3	6.80	1.59	0.054	100	15	$-70$
				40	42	2.00	0.54	0.128
				45.1	50	4.90	1.19	0.128
$100 - 5 - A$	547176	1519365	116	28.8	34.6	5.80	1.41	0.508	60	270	$-72$
$113 - 1 - A$	546287	1518650	101	59	60	1.00	0.70	3.07	110	180	$-75$
$114 - 3 - A$	546787	1518956	123	5.5	7.5	2.00	3.06	0.234	52	15	$-70$
				32	33.4	1.40	0.65	0.009
				40	43.1	3.10	0.56	0.036

Hole ID	Easting	Northing	RL	From	To	Interval	cu%	2n%	Depth	Azimuth	DIP
$114 - 4 - A$	546927	1518623	126	1.5	$\overline{\mathbf{3}}$	1.50	0.56.	11.65	50	ö	$-90$
$117 - 1 - 12 - B$	550271	1519071	157	42	57	15.00	0.74	0.009	130	100	$-70$	٠
$117 - 1 - A$	550318	1519015	161	$\mathbf 0$	22.15	22.15	1,96	0.141	121	o	$-90$
				25	27.15	2.15	1.51	0.039
				29.2	41	11.80	1.35	0.012
$117 - 1 - B$	550308	1518996	159	10.85	22.55	11.70	1.80	0.132	70	30	$-70$	$\ast$
				30	50	20.00	1.17	0.029				$\ast$
$117 - 1 - C$	550305	1518987	157	8	20	12.00	1.01	0.366	100	40	$-70.$	18
$117 - 1 - D$	550347	1519024	159	20	25	5.00	0.51	0.056	100	255	$-70$	٠
$182 - 1 - A$	544704	1513771	131	5.3	9	3.70	0.58	2.27	40	255	$-70$
$182 - 1 - A - 1$	544704	1513771	60	24	25.5	1.50	0.901	6.7	60	255	$-70$

Results from Geopacific's sampling of the entire 2011 and 2012 drill core continued:

* Intercepts based on NITON results as wet geochemistry data is not yet available.

** Intervals contain areas of poor core recovery that are predominantly comprised of drill sludge

Intercepts calculated using weighted averaging over intercept lengths on a 0.5% Cu cut-off grade with a maximum 2m of included waste

widths quoted are downhole intervals, and may not reflect true thicknesses

Sampling Method

Drill core (HQ) was cut using a core saw and quarter core was sampled; with areas of sandy material sampled using a scoop. Duplicate and blank samples were inserted after every 20th sample for QA/QC purposes. Whole samples were crushed and pulverized, and then split to a nominal 110g pulp for analysis. Logging of the core, along with core photography, was completed concurrently with sampling.

Initial analysis of the samples was completed using a NITON XL3t 950 GOLDD+ handheld XRF instrument and samples displaying grades over 0.1% Cu or Zn were sent for analysis at ALS laboratories Perth. A halo of unmineralised samples surrounding the mineralized zones was also sent to ALS to confirm the extent of the mineralization. Samples were assayed for Au by a fire assay using a 25g charge (Au-AA25), and Ag, Cu, Pb, and Zn by ICP-AES using an aqua regia digest (ME-OG46).

Analysis of samples using the NITON analyser was completed in 'Mining Cu/Zn' mode using a 40 sec read time or 10 seconds per filter. Duplicate, blank, and standard readings were taken every 50 samples or within ore zones.

Competent Persons Statement

The information in this announcement that relates to exploration results is based on information compiled by or under the supervision of Ron Heeks B.App.Sc MAusIMM. Mr Heeks is Managing Director of Geopacific and a Member of The Australasian Institute of Mining and Metallurgy. Mr Heeks has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and the activity 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 Heeks consents to the inclusion in the announcement of the matters based on his information in the form and context in which it appears.

Rule 5.3

Appendix 5B

Mining exploration entity quarterly report

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10

Name of entity

Geopacific Resources NL

ACN

003 208 393

Quarter ended ("current quarter") 31 March 2013

Consolidated statement of cash flows

	Cash flows related to operating activities	Current quarter \$A'000	Year to date (3 months) \$A'000
1.1	Receipts from product sales and related debtors
1.2.	Payments for (a) exploration & evaluation	(311)	(311)
	(b) development
	(c) production
	(d) administration	(175)	(175)
1.3	Dividends received Interest and other items of a similar nature
1.4	received	3	3
1.5	Interest and other costs of finance paid
1.6	Income taxes paid
1.7	Other	$\sim$
	Net Operating Cash Flows	(483)	(483)
	Cash flows related to investing activities
1.8	Payment for purchases of: (a) prospects
	(b) equity investments
	(c) other fixed assets	(3)	(3)
	(d) environmental bonds
1.9	Proceeds from sale of: (a) prospects
	(b) equity investments
	(c) other fixed assets
1.10	Loans to other entities Loans repaid by other entities
1.11 1.12	Other (provide details if material)	$\sim$
	Net investing cash flows	(3)	(3)
1.13	Total operating and investing cash flows
	(carried forward)	(486)	(486)

⁺ See chapter 19 for defined terms.

Appendix $5B$ Mining exploration entity quarterly report

1.13	Total operating and investing cash flows
	(brought forward)	(486)	(486)
	Cash flows related to financing activities
1.14	Proceeds from issues of shares, options, etc.	482	482
1.15	Proceeds from sale of forfeited shares
1.16	Proceeds from borrowings	$\blacksquare$
1.17	Repayment of borrowings
1.18	Dividends paid
1.19	Other - Share issue costs	(28)	(28)
	Net financing cash flows	454	454
	Net increase (decrease) in cash held	(32)	(32)
1.20	Cash at beginning of quarter/year to date	697	697
1.21	Exchange rate adjustments to item 1.20	28	28
1,22	Cash at end of quarter	693	693

Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entities

		Current quarter SA'000
1.23	Aggregate amount of payments to the parties included in item 1.2
1.24	Aggregate amount of loans to the parties included in item 1.10

Explanation necessary for an understanding of the transactions $1,25$

$N/A$

Non-cash financing and investing activities

Details of financing and investing transactions which have had a material effect on $2.1$ consolidated assets and liabilities but did not involve cash flows

Not Applicable

Details of outlays made by other entities to establish or increase their share in projects in $2.2$ which the reporting entity has an interest

Not Applicable

Financing facilities available

Add notes as necessary for an understanding of the position.

		Amount available $A'$ 000	Amount used \$A'ooo
3.1	Loan facilities		$\overline{\phantom{a}}$
3.2	Credit standby arrangements		-

⁺ See chapter 19 for defined terms.

Estimated cash outflows for next quarter

• Exploration and evaluation $4.1$
• Development $4.2$
• Production $4.3$

Total

Administration $4.4$

\$A'ooo
	200
	180
	380

The Group has recently announced a potential corporate transaction which if completed will impact on ٠ the estimate for next quarter's expenditure.

follows.	Reconciliation of cash Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as	Current quarter $A'$ 000	Previous quarter $A'$ 000
5.1	Cash on hand and at bank	693
5.2	Deposits at call	۰
5.3	Bank overdraft
5.4	Other (provide details)
	Total: cash at end of quarter (item 1.22)	693	697

Changes in interests in mining tenements

		Tenement reference	Nature of interest	Interest at beginning of quarter	Interest at end of quarter
6.1	Interests in mining tenements relinquished, reduced or lapsed	$\sim$ $\sim$		÷
6.2	Interests in mining tenements acquired or increased	SX.		÷	$\sim$

⁺ See chapter 19 for defined terms.

Issued and quoted securities at end of current quarter
Description includes rate of interest and any redemption or conversion rights together with prices and dates.

		Total number	Number quoted	Issue price per security (cents)	Amount paid up per security (cents)
7.1	Preference + securities (description)
7.2	Changes during quarter (a) Increases
	through issues (b) Decreases through returns of capital, buy- backs,
	redemptions
7.3	+Ordinary securities	102,585,827	102,585,827
7.4	Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs	59,270,000	59,270,000
7.5	+ Convertible debt securities (description)
7.6	Changes during quarter (a) Increases through issues (b) Decreases
	through securities matured, converted

⁺ See chapter 19 for defined terms.

Appendix 5B Mining exploration entity quarterly report

7.7	Options			\$Exercise price	Expiry date
	(description and	610,000	¥	\$0.50	01/08/2013
	conversion	100,000	¥	\$1.50	08/05/2013
	factor)	750,000	Ξ	\$0.30	30/09/2014
		800,000	×	\$2.50	5years after defining
					JORC 200,000 oz at
					Faddys Gold Deposit.
		200,000		\$5.00	10years after
					defining JORC
					1,000,000 oz at
					Faddys Gold Deposit.
		2,000,000		\$0.30	5/04/2015
		250,000	Ē	\$0.35	30/11/2015
7.8	Issued during quarter		۰.	$\sim$
7.9	Exercised during quarter		٠	$\sim$
7.10	Expired during quarter	21,657,951	21,657,951	\$0.35	19/01/2013
7.11	Debentures (totals only)
7.12	Unsecured notes (totals only)

Compliance statement

• This statement has been prepared under accounting policies which comply with $\mathbf{1}$ accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 5).
• $\overline{\mathbf{2}}$

This statement does give a true and fair view of the matters disclosed.

Sign here: (Company secretary)

Date: 30 April 2013

Print name:

John Lewis

⁺ See chapter 19 for defined terms.

Notes

• The quarterly report provides a basis for informing the market how the entity's ï activities have been financed for the past quarter and the effect on its cash position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.
• The "Nature of interest" (items 6.1 and 6.2) includes options in respect of $\overline{\mathbf{2}}$ interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.
• Issued and quoted securities The issue price and amount paid up is not $\overline{3}$ required in items 7.1 and 7.3 for fully paid securities.
• The definitions in, and provisions of, AASB 6: Exploration for and Evaluation of $\ddot{4}$ Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.
• Accounting Standards ASX will accept, for example, the use of International $\overline{5}$ Financial Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.

---

⁺ See chapter 19 for defined terms.