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: KWG news

Re: KWG news

in response to by
posted on Jan 21, 2009 07:58AM

I have been examining the KWG/Cliffs Option Agreement trying to determine if there is an expiry date?

As I read it the Option cost Cliffs $150,000 USD. The agreement allows Cliffs to buy 50.5M "units" at $.049 USD equaling 15% of the shares. (all figures are approx).Total cost to Cliffs is $3.5M USD.

Each "unit" consists of 1 common share and .44 warrants. This equals 22M warrants or 15% of outstanding warrants. Each warrant is exercisable at $.05 USD for the first year and $.10 thereafter but terminating after 5 years.

Under the option, Cliffs will also purchase a debenture of $1M USD. (I assume this goes to KWG to complete the deal.

As I read it the agreement is conditional upon approval of the TSXV and the KWG shareholders by April 15, 2009??????

Am I reading this correctly that the agreement is dead if the option is not exercised by April 15, 2009?

Please correct any misunderstandings I may have about the details of this agreement.


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