18 May 2009
ASX / Media Announcement

FOX RESOURCES OPENS ITS OFFER TO UNLOCK VALUE IN HANNANS REWARD ASSETS

Highlights:

• Fox Resources opens its Offer for Hannans Reward shares
• Fox Resources has already acquired an 18.89% relevant interest in Hannans Reward shares
• Fox Resources has the strong credentials required to unlock the potential of the Hannnas Reward assets
• A substantial 26% premium over the pre-takeover bid share price for Hannans Reward
• Diversification of risk and reduction of corporate costs associated with Hannans Reward?s grass roots exploration projects
• Fox Resources provides connections to key Chinese markets through Jinchuan Group
• Exposure to Fox Resources? potential for near term base metals production and strong project potential
• Greater share market liquidity and potential for re-rating of the Hannans Reward assets

Pilbara-based minerals developer Fox Resources Limited (ASX: FXR) (Fox Resources) has today opened its takeover offer (Offer) to acquire all the shares in Hannans Reward Limited (ASX: HNR) (Hannans Reward).

The all scrip Offer is on the basis of one Fox Resources share for every two Hannans Reward shares.

The Offer opens today (18 May 2009), and will close on 10 July 2009, unless extended in accordance with the Corporations Act 2001 (Cth).

The Offer represents a 26% premium for Hannans Reward shares, based on the volume weighted average share price of the two companies during the five trading days immediately prior to the announcement of the Offer.

Fox Resources' Chairman Terry Streeter said Hannans Reward shareholders had an opportunity to realise a substantial premium for their shares, as well as retain exposure and upside in the development of Fox Resources? more advanced base metal and iron ore assets.

Fox Resources announced in March that it had secured strong support for the Offer, having received pre-bid acceptance commitments from a number of Hannans Reward shareholders ? including a director of Hannans Reward (since retired) ? representing 18.89% of the Hannans Reward shares currently on issue.

Detailed reasons why Hannans Reward shareholders should ACCEPT the Offer are outlined in Fox Resources' Bidder's Statement despatched to Hannans Reward shareholders today, and include the following:

1.                   Fox Resources has the strong credentials required to unlock the potential of the Hannans Reward assets.

2.                   The attractive premium for their Hannans Reward shares (see above).

3.                   Diversification of risk and reduction of corporate costs associated with Hannans Reward?s grass roots exploration projects.

4.                   Exposure to Fox Resources? potential for near term base metals production and strong project potential.

5.                   Greater share market liquidity and potential for re-rating of the Hannans Reward assets.

6.                   A significant proportion of Hannans Reward shareholders, including a recently retired Hannans Reward director, have already agreed to accept the Offer.

7.                   If they do not accept the Offer, the market price of their Hannans Reward Shares may fall substantially.

?The high level of pre-bid acceptance commitments highlights that shareholders see a compelling case ? and we encourage other Hannans Reward shareholders to accept,? Mr Streeter said.

?The Offer is a practical solution to the difficulties previously acknowledged by Hannans Reward in advancing its projects.

?In contrast to Fox Resources? more advanced projects and existing mining infrastructure, the Hannans Reward projects are highly speculative, grass roots exploration assets with no JORC resources.

?Fox Resources has an aggressive exploration and development culture combined with the strong credentials required to unlock the potential of the Hannans Reward assets.

?Hannans Reward shareholders would also benefit from Fox Resources? access to key Chinese markets through its major shareholder and off-take partner Jinchuan Group, which is China?s largest producer of nickel.

?We have a long term positive outlook for steel feed minerals, and the combined group would be well positioned to capitalise on a return to improved metals prices,? Mr Streeter said.

For more information, Hannans Reward shareholders should contact the Fox Resources Offer Information Line on (08) 9318 5600.

ENDS-

For further details please contact:

Bruno Seneque, Managing Director                                        +61 8 9318 5600

Warrick Hazeldine / Ryan McKinlay ? Purple Communications  +61 8 6314 6300

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