HIGH-GRADE NI-CU-PT-PD-ZN-CR-AU-V-TI DISCOVERIES IN THE "RING OF FIRE"

NI 43-101 Update (September 2012): 11.1 Mt @ 1.68% Ni, 0.87% Cu, 0.89 gpt Pt and 3.09 gpt Pd and 0.18 gpt Au (Proven & Probable Reserves) / 8.9 Mt @ 1.10% Ni, 1.14% Cu, 1.16 gpt Pt and 3.49 gpt Pd and 0.30 gpt Au (Inferred Resource)

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Message: Outstanding warrants

That is correct.

To date just over 9M warrants have been exercised.  There are another 20M to go (as there were 29M listed in the last Annual Report dated August 28.)

There used to be only 22.5 million warrants outstanding from the PP last December (see Dec 8, 2006 NR).  At the time 10M flow thru shares were offered at .50 with a half (one for every two shares purchased) warrant attached exercisable at .75 for two years from that date.

At the same time, 20 M hard shares were offered in the same offering (non-flow thru) at .50 with a full warrant (one per share) attached and exercisable at .75 cents for two years from that date.

These shares had a four month hold period that expired in April.

What most people do not know is that Noront changed the conditions of that PP in April.  It turned out that they could not use the flow thru money (the $5M) for Windfall for the ramp.  This was due to the fact that flow through shares which have tax incentives laden within them are required to be used for new exploratory drilling (a governement incentive to keep investors investing into new areas and companies).  The takes breaks can be as large as 40% meaning that the risk in this case is not seen until the price hits .30 cents on those .50 cent PP.

I know this sounds confusing.

Back to the changes in conditions.  Noront reversed the issuance of the 10 M flow thru shares into hard shares and took on the tax burden themselves.  This allowed them to be able to use the money for whatever purpose, especially the ramp at Windfall or buying new properties.  I am not sure how the tax savings fell back to the investors who had originally purchased the flow through shares but the annual statements dated Aug 28 goes into this whole discussion.

Now that I think about it, the original investors may have gained as they now stood to gain a full warrant with the new hard share rather than a 1/2 warrant with the previous flow thru share.

So that is why the number of warrants from the December 8 financing changed from 22.5 M to 30M.

Please note that I am not a tax accountant, just a mild mannered DD'er of NOT.  If some of the details around flow thru shares and taxes are not 100% correct, it does not change the fact that there was a change made at the end of April and that we have 30M warrants that need to be cleared from the PP.  To date, it looks like close to 10M have been exercised.

Unfortunately, there were no warrant acceleration clauses in that financing.  At the latest we will have to wait until December 2008.

M1.

 

 

  At the end of April, Noront changed the flow-thru shares into hard shares (both issued at .50 cents) as

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