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Message: FRONTIER PACIFIC RESPONDS TO ELDORADO GOLD'S UNSOLICITED OFFER

FRONTIER PACIFIC RESPONDS TO ELDORADO GOLD'S UNSOLICITED OFFER

posted on Apr 24, 2008 09:31AM

2008-04-21 11:51 ET - News Release

Mr. Peter Tegart reports

FRONTIER PACIFIC RESPONDS TO ELDORADO GOLD'S UNSOLICITED OFFER

Late in the afternoon on Friday, April 18, 2008, Frontier Pacific Mining Corp. received an unsolicited proposal from Eldorado Gold Corp. for a business combination of Eldorado and Frontier Pacific. Under the proposal Eldorado proposed to acquire all of the outstanding shares of Frontier Pacific, other that those already owned by Eldorado, for consideration of 90 cents per share, consisting of 0.1220 of a common share of Eldorado and 0.01 cent cash. The proposal letter stated Eldorado's intention to announce the terms of the proposal prior to the opening of North American financial markets on Monday, April 21, 2008. The letter also stipulated a response time of 5 p.m. on Sunday, April 20, 2008.

On Saturday morning, April 19, 2008, Frontier Pacific received the resignation of Jonathan Goodman as a director of Frontier Pacific. On Monday morning, April 21, 2008, Eldorado announced the terms of the proposal to the North American financial markets.

The board of Frontier Pacific met throughout the weekend with its legal and financial advisers, Blake, Cassels & Graydon LLP and Thomas Weisel Partners. Early in the afternoon on Sunday, April 20, 2008, the Frontier Pacific board delivered a response letter to Eldorado in which the board advised Eldorado that the proposal of 90 cents per share does not represent fair value to the Frontier Pacific shareholders, considering the inherent value of the Perama Hill project as well as the value of Frontier Pacific's other assets.

The overall economics of the Perama Hill project are extremely compelling and are not reflected in the proposed price of 90 cents per share. The board's internal view of the value of Perama Hill has been validated by outside financing sources. For example, to date Frontier Pacific has received five proposals from recognized international financial institutions to provide debt financing for the project. All of the proposals have been on very favourable terms and several of them contemplate 100-per-cent debt financing with no hedging requirement.

The Frontier Pacific board also considered the status of the permitting of the Perama Hill project. Based on reports from the Greek House of Parliament and Frontier Pacific's own information from meetings with government officials in Athens, the issuance of the permits is tantalizingly close, hopefully within the next 90 to 120 days. The board expects that Eldorado has conducted extensive due diligence on the status of the permitting, and the imminent approval of the permits is a strong motivation for the timing of this coercive and opportunistic offer.

Frontier Pacific made it clear to Eldorado that it is open to a business combination of Frontier Pacific and Eldorado at a fair price. Frontier Pacific's offer to immediately commence discussions was rebuffed by Eldorado. Frontier Pacific's second largest shareholder, Dr. Stewart Blusson, who owns approximately 14 per cent of the issued and outstanding shares, does not support this unsolicited offer.

The Frontier Pacific board of directors has commenced a process to maximize shareholder value, including soliciting competing offers to the Eldorado proposal. Updates regarding the status of the process will follow when appropriate.

We seek Safe Harbor.

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