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: NI 45-106 Private Placements

I agree, this form of raising capital is available, It is called a "rights offering". I have been involved in several of them over the years. The one point that sticks out though, is from the company's point of view, it is the least desirable.

One placement that sticks in my mind, is late 90's, with Simmonds Communications (was SMM on tsx). They had done three different placements within 4 years and were running out of steam. The only thing left to try was a "rights offering". Every existing shareholder was entitled to purchase one share for each five that they presently held. You could offer to oversubscribe and any rights that weren't taken up were redistributed among the oversubscribers. Between the ones taken up and the oversubscribers, only 85% of the rights were exercised. It is a different market and the situation is different, but the real interesting point that I want to make is that the actual cost of doing the placement, including legal fees, fees to issue new stock, transfer fees, etc, exceeded 30% of the funds raised. When you describe being able to save the commisson, that is true, BUT. Compared to the above a simple PP to one, or even several, entities is, from the company's point of view, much preferred.

The above scenario I describe occurred during the TECH BUBBLE of the 90's when there were huge amounts of investment cash available. Today is a different world from then.

Regards

K

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