Welcome To The Spider Resources HUB On AGORACOM

First Explorer at the "Ring of Fire" and presently drilling on the "BIG DADDY" Chromite/Pge's jv'd property...yet we were robbed

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Message: 50.1 %

Before a lot of people jump to conclusions about NN, I would caution you to wait until you hear more of the background. We have to see what develops over the next few days.

Chances look high that yes, he agreed to 19 cents and that should be justifiable grounds for everyone here to be frustrated.

However, I'm guessing that there is also a chance that he had no choice in the matter. Some people have alluded to the corporate responsibilities of Boards of Directors. The problem is, in this particular case, they may have been forced to carry out their corporate responsibilities in contravention of their personal beliefs.

Think about it: the "valuation" of KWG that was released erroneously is NOT a legally acceptable valuation. It must be based on a 43-101 to become legally acceptable. Therefore, it is not possible for the Board of Spider to use that as a basis for valuation. SPQ had a team of professional advisors to give them legal and financial advice. I'm sure that the legal advice given to them was that 19 cents cash is unfortunately a guaranteed offer that is superior to anything else out there. They may want, think, hope, and believe that the deposit is worth more on a per-share basis, but without an official valuation in hand, based on the 43-101, it is NOT worth 19 cents a share. So even though Neil and other Board members probably did not want to accept 19 cents, and probably tried to think of every possible way to do that, they were probably forced by their legal advisors to capitulate. Had they not, they would have laid themselves open for potential legal action if some shareholder decided to take them to court for acting against the best interests of the shareholders.

It is KWG's actions that confuse me a lot more than Spider's. Why did they not put forth a better offer, with a greater share ratio? I can think of a couple answers to that:

- Maybe the offer from KWG, being for an undefined value, still wouldn't have cut it in terms of satisfying the SPQ legal advisors.

- Maybe the KWG Board felt that increasing the share ratio would be giving away too much of the KWG value to another company (SPQ). That could have been construed as acting against the best interests of the KWG shareholders, and thus, again, been a position which would have put them into legal liability.

I think there is a lot more behind the scenes than just NN saying, "I'm tired of arguing, let's just take the 19 cents. However, I concede that anything is possible.

Again, in the meantime, I'm just going to refuse to tender my shares. I personally hope that a lot of other retail shareholders do the same. I'd love to see Cliffs fall short of 50.1%, and then see what happens. Maybe it would mean a few more cents. Maybe it would mean that they back off and the SP drops back down to 10 cents. Who knows? Life is a gamble. I'm going to gamble right now by refusing to tender.

Best of luck to everyone in this, and enjoy the rest of your holiday weekend.

(Unless you're on the Cliffs BOD, and reading this. If so, I must point out that I'm amused at the thought of you sweating out the next 72 hours).

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