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Message: Renforth Update

Renforth Update

posted on Jan 31, 2009 01:25PM

Renforth Update

posted on Jan 31, 09 04:22PM

Renforth Resources Inc A non – listed company

SEDAR Filings link;

http://www.sedar.com/DisplayProfile....

Web site:

http://www.renforthresources.com/

Fact sheet;

http://www.renforthresources.com/_re...

Highest resolution version of the McFaulds Map I’ve come across.

http://www.renforthresources.com/_re...

Renforth Resources Inc. is a Toronto-based diamond and base metals exploration company with significant concessions in the McFaulds Lake ‘Ring of Fire’ discovery area of northern Ontario. Renforth has five diamondiferous kimberlites that are in close proximity to the Victor diamond mine that is now under development by Debeers. The property holding also includes 22 other claims that contain high potential geophysical anomalies. The claims lie between ten and twenty kilometres from Noront’s Magmatic Massive Sulphide discovery at its Eagle One concession.

44 Victoria Street, Suite 450, Toronto, Ontario, M5C 1Y2 , T: (416) 368.5049 | F: (416) 368.3151

E: info@renforthresources.com www.renforthresources.com

MD & A ; Effective date for this report is November 19, 2008

MANAGEMENT DISCUSSION AND ANALYSIS - SEDAR

On July 3, 2008 the Company appointed Neil Novak as a director of the Company.

Mr. Novak is also a director and officer of Spider Resources Inc., one of the Companies that Renforth has an option agreement with (see Section 5.3 Kyle Kimberlites).

Between July 3, 2008 and September 30, 2008 the Company was charged $7,500 by Billiken Management Services Inc. (the company contracted to manage Renforth’s exploration projects) in geologist fees for the geological consulting services of Mr. Novak.

Attawapiskat- James Bay Lowlands

On August 26, 2003 the Company entered into an agreement with Greenstone Exploration Company Ltd. (“Greenstone”) and Michael Peplinski (“Peplinski”) (collectively the “Vendors”) to purchase all of their interests in twelve (12) claims, comprising 157 units (the “Greenstone Property”) located in the James Bay Lowlands, Porcupine Mining Division, for a cost of $325,000. The Vendors owned between a 10% to 30% interest in the 12 claims. The acquisition price was payable $50,000 in cash over a 10 month period and the balance of $275,000 was to be satisfied by the issuance to the Vendors of common shares of the Company (the “Share Consideration”) at a price equal to the weighted average trading price of such shares for any period of five consecutive trading days. Such shares were to be issued on or before October 2005.

As of the date hereof, the Share Consideration has not been issued as there has not been nor is there currently a trading market by which to establish an issuance price for such shares, in accordance with the provisions of the original agreement. The Vendors each confirmed, in an agreement dated September 14, 2006 to extend the date for issuance of the Company’s shares to on or before October, 2008. Under the terms of the agreement the Vendors retain a 1.5% net smelter return royalty (the “NSR”) on the Greenstone Property. The Company may repurchase 1/3 of the NSR (i.e. reduce same to 1%) for $1 million in cash and/or shares, exercisable on written notice upon completion of a feasibility study for all or a part of the Greenstone Property. If this right is exercised, the Company has a further right to repurchase a further 1/3 for an additional $2 million in cash and/or shares, exercisable on written notice once a decision has been made to commence production from all or part of the Greenstone Property.

As at December 31, 2003, having reviewed the various geophysical and geochemical data and the results of the previous airborne survey, considered the general development within the James Bay Lowland area and in view of the fact that no further exploration work was budgeted or projected to be conducted by the joint venture, the Corporation determined it was not at the time economically viable or in the best interests of Renforth to continue the exploration and development of the property and the value of the Corporation’s interest in the joint venture was written down to nil.

During 2005 the Corporation re-evaluated the results of the prior exploration and considered new geological and geophysical data as a result of recent exploration activities on adjacent properties, specifically the Spider Resources Inc./KWG Resources Inc. announcement of massive sulphide mineralization containing copper and zinc mineralization at their McFaulds Lake Project and the DeBeers announcements with respect to the development of its Victor Pipe project. The Corporation subsequently staked 43 claims consisting of 457 claim units.

During 2007, Renforth’s claim holdings were reduced to 22 (289 units) as the Company evaluated its holdings and retained the claims that had higher potential. Included in the 22 claims are four claims purchased on May 7, 2007, as described below.

On May 7, 2007 the Company signed an Option Interest Assignment Agreement (the “Agreement”) with a private company to purchase four staked mining claims in the Attawapiskat District, Lower James Bay Region, Porcupine Mining Division, Ontario (the “Property”). Under the terms of the Agreement, Renforth purchased a 100% interest in the Property, subject to a Net Smelter Royalty of 2%, for consideration consisting of 500,000 common shares of Renforth issued at $0.50 per share. The Property is adjacent to several of Renforth’s other claims in the Attawapiskat District, and near to the DeBeers Victor Diamond Mine which is currently under development.

During the second quarter of 2007 the results and analysis of the Ground magnetic surveying was completed. The analysis and evaluation from the field work has identified 6 anomalies that demonstrate geophysical characteristics of a kimberlite and a drill hole location for each has been recommended. In addition there were 5 other anomalies identified that, while they were not suggestive of kimberlites, they did warrant further follow-up with additional geophysics to determine if there was possible sulphide mineralization associated with the anomaly. The program was conducted by Scott Hogg & Associates.

In 2008 the Company engaged Billiken Management Services to manage its exploration program on its claims in McFaulds Lake, James Bay Lowlands. In the third quarter the Company contracted Cyr Drilling Ontario Inc. to commence a drill program on its high priority targets in the Mcfaulds Lake Ring of Fire to test the potential for mineralization. The Company is currently gathering and analyzing information from this drill program and subsequent tests will be used to determine further work programs and to give indication of potential deposits. The Company spent $214,168 in exploration on these properties in the third quarter and $221,471 year to date.

At September 30, 2008 the Company held 22 claims in the James Bay Lowlands (the “Renforth Claims”), Porcupine Mining Division. The 22 claims comprised of 289 units.

Kyle Kimberlites

On July 26, 2006 Renforth, Spider Resources Inc. (“Spider”) and KWG Resources Inc. (“KWG”) entered into an option agreement (the “Option Agreement”) whereby Renforth can earn a 55% interest in five diamondiferous kimberlite properties, consisting of eight claims which comprised of 128 units (the “Kyle Properties”), located in the James Bay Lowlands area of Northern Ontario. Spider and KWG own 100% interest in the Kyle Properties by virtue of a Joint Venture Agreement (“JV”). The Company can earn the 55% interest by:

  1. Completing an exploration and development program of not less than $6 million over a period of three years, with annual exploration expenditures at the minimum rate of $2 million to be spent by June 30, 2007, 2008 and 2009; and
  2. Contributing, on completion of the option period, the Company’s interest in the existing 22 claims comprised of 289 units in the Attawapiskat River area of the James Bay Lowlands to the mutual joint venture amongst Renforth and Spider/KWG.

The annual $2 million expenditure commitment can be spent between the Kyle and the Renforth claims, but not less than seventy-five percent of the annual $2 million expenditure is to be dedicated to the Kyle properties. Renforth agrees to fund the project in its entirety for the first three years and will be the operator. The Company further agrees, at its discretion, to utilize former management to oversee the exploration program until such time as they have completed their earn-in. This facilitates continuity and the ability to retain the historical information and familiarity with the project area as well as immediate access to local infrastructure and facilities required to launch an exploration program.

Upon the exercise of the option by the Company, the JV shall be amended to reflect Renforth’s participation in the JV. KWG/Spider and Renforth shall be co-venturers on a 45% and 55% basis, respectively and shall agree to participate 45% and 55%, respectively on all subsequent exploration and/or development expenditures on the collective properties of the Kyle Properties and the Renforth claims.

On September 27, 2007 the Company executed an amending letter to the Option Agreement. The terms of the letter are as follows:

(a)

Renforth will issue to KWG & Spider (the “Optionors”) 2,000,000 of its common shares at a deemed price of $0.50 per share in exchange for (i) making up any real or perceived shortfalls in the first $2 million of expenditures pursuant to the terms of the option Agreement, (ii) postpone the work costs otherwise due to be incurred on or before June 30, 2008 (pursuant to the Option Agreement) to the later of June 30, 2009 and the date that is one year after the date on which Renforth’s common shares begin trading on the TSX Venture Exchange, and (iii) postpone the work costs otherwise due to be incurred on or before June 30, 2009 (pursuant to the Option Agreement) to the day that is one year after the second payment date.

(b)

Renforth will receive a fully vested 20% interest in the Kyle Claims, upon the issuance of the 2,000,000 common shares, and a subsequent 17.5% fully vested interest for each additional $2 million in work costs which it incurs on the Kyle Claims, up to a maximum 55% interest. The Optionors will receive a fully vested 9% interest (4.5% each) in the Renforth Claims and subsequent 18% fully vested interests (9% each) at the time that Renforth receives each additional 17.5%, up to a maximum 45% interest (22.5% each) in the Renforth claims.

The terms of the amending letter will be formally documented by the execution of an amended and restated Option Agreement in 2008. Upon restatement of the Option Agreement, the Joint Venture Agreement between Spider and KWG will be amended to reflect Renforth’s immediate 20% participation in the JV.

On April 30, 2007 the Company filed a Technical Report on SEDAR compliant with N.I 43-101 with respect to its Kyle Diamond project. The report recommended initial bulk sampling focused on Kyle Kimberlite #1 & #3, additional drilling on Kyle #2, 4 & 5 (to determine their geometry and diamond content), and ground geophysics and drill follow up on high priority claims.

In 2008 the Company engaged Billiken Management Services to manage its exploration program on the Kyle Properties. In the third quarter the Company contracted Cabo Drilling Corp. to commence a drill program on these Properties. The Company is currently gathering and analyzing information from this drill program and subsequent tests will be used to determine further work programs. The Company spent $1,215,060 in exploration on the Kyle Properties during the third quarter and approximately $1,427,000 year to date.

Liquidity

The Company’s cash decreased to $2,879,151 at September 30, 2008 from $4,312,021 at December 31, 2007. The Company’s working capital was $1,978,992 at September, 2008

Disclosure of Outstanding Share Data

November 19, 2008.

Common shares issued and outstanding: 55,072,575

Warrants - 598,500 Expiry (Nov 16/09)

Stock options outstanding: - 2,450,000

Fully diluted; 58,121,075

HG

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