Houston, Texas, U.S.A. – 19 December 2014
FRONTERA RESOURCES CORPORATION
(“Frontera” or the “Company”)
Adjournment of Annual General Meeting
Further to the Company’s announcement on 25 November 2014, Frontera Resources Corporation (London Stock Exchange, AIM Market – Symbol: FRR), an independent oil and gas exploration and production company, announces that the necessary quorum was not present at the Annual General Meeting of Shareholders (the “AGM”) held yesterday at 11:00 am CST (5:00 pm GMT). This was due to the onerous requirement of the Company’s Articles of Association pursuant to which the majority of shares in issue is required to be present at the AGM. Given that the number of shares in issue is 2,820,845,197, the majority quorum requirement constitutes 1,410,422,589 shares, which is an unusually high number. As of the date of the AGM, 1,004,000,000 votes were cast and more than 99% of these votes were cast in favour of both Resolution 1 and Resolution 2 proposed for voting.
During the AGM, shareholders were presented with an overview of the Company’s 2013 and 2014 business progress. The presentation slides were posted to Frontera’s website simultaneously with the commencement of the AGM and can be viewed at here. No new material information was disclosed.
The AGM has consequently been adjourned to 5 February 2015 at 11:00 am CST (5:00 pm GMT) (the “Adjourned AGM”). The Adjourned AGM will be held at 3050 Post Oak Boulevard, 2nd floor, Post Oak Room, Houston, TX 77056. As the adjournment is in excess of 30 days in order to provide more time to canvass shareholder votes to achieve a quorum, in accordance with the Company’s Articles of Association, a further circular containing a formal notice of the Adjourned AGM will be issued to Shareholders shortly, and will also be available on the Company’s website at www.fronteraresources.com.
Ahead of the Adjourned AGM, it is imperative that those Shareholders who have not already cast their vote, do so without delay, as the passing of Resolution 2 is important for the Company to function properly and to administer the rules set out in its Articles of Association. As evidenced yesterday, adjourning the meeting due to the lack of a quorum is wholly impractical and is causing the company to incur delays and unnecessary costs which could be easily avoided with the passing of Resolution 2. Additional clarification on Resolution 2 was provided on 9 December 2014 and can be viewed on the Company’s website at www.fronteraresources.com/recent-news/additional-clarification-on-resolution-2-proposed-at-the-annual-general-meeting-of-the-company-on-18-december-2014/.
The Board of Directors of the Company considers that all the Resolutions to be put to the Adjourned AGM are in the best interest of the Company and its Shareholders as a whole, and unanimously recommends Shareholders to vote in favour of them.
Those Shareholders that have already voted as of 18 December 2014 do not need to vote at the Adjourned General Meeting as all Forms of Proxy/Instruction returned to the Company’s registrar/depositary for the Annual General Meeting remain valid for the Adjourned AGM. Any further Forms of Proxy submitted before 11:00 am CST (5:00 pm GMT) on 3 February 2015 and any further Forms of Instruction submitted before 11:00 am CST (5:00 pm GMT) on 2 February 2015 will be valid for the Adjourned AGM.
Frontera Resources Corporation
Vice President, Investor Relations and Corporate Communications
Cairn Financial Advisers LLP
61 Cheapside, London EC2V 6AX
Jo Turner/Avi Robinson
+44 (0) 20 7148 7900
Cornhill Capital Limited
Nick Bealer / Stefan Olivier
+44 (0) 207 710 9610
+44 (0) 20 7466 5000