Massive Black Horse Chromite Discovery

Black Horse deposit has an Inferred Resource Now 85.9 Million Tonnes @ 34.5%

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Message: PS...Thanks "Marlboro Dog"

Hey Redgreen9,

Here is my attempt at clarifying it for you...even though I am not sure what you mean by havng your stocks taken or stolen from you. The only way that Cliffs or other can have them from you is to buy them from you...there is only one circumstance that I know of, where a company can legally force you to sell and that is in a hostile take-over, where the acquiring company has achieved 90%+ ownership and is taking the acquired company private...then you would have to sell at their latest and best offer. (anybody wade in if I am wrong)

Cliffs already has 17.4% of shares (with X# of outstanding warrants) which puts them in a position, considered to be an insider, which prevents them from launching a hostile take-over. Now a take-over could still occur, but it would have to be preceeded by a valuation of KWG and most likely the support of the KWG Board of Directors, who have a fiduciary duty to act and execute all decisions in the best interest of the shareholders.

So Cliffs could come with, let's say an offer of $.35 per share based on their valuation results, and the BOD would either accept it or reccommend to the shareholders that they reject the offer and demand more (fair value). This process can actually go back and forth a number of times and it can involve more than one potential buyer, in a bidding war. (that would be great for us). Ultimately a final offer might be good enough for the BOD and they would accept it. This would most likely sway the majority of the shareholders until Cliffs actually owns 80% (depending on the price offered) but some could still hold out (dissenting action) and could legally force Cliffs to go to court to establish the final price for the sale of the remaining shares.

Goldhunter is putting together a list of shareholders (and their respective number of KWG shares) who are willing to resist any low ball offers that might come at us, so as to coordinate our efforts and strengthen the will of those who otherwise might feel isolated and consequently sell their shares at a price that is lower than the estimated value of the company.

As we know two valuation have already been completed last year (average price per share of $.25 to $.35) as well as a detailed PEA (Priliminary Economic Assessment) published by KWG, which valued the company at a range of $2.95 to $4.78 per share, under certain conditions whereby the railroad, the mine, the processor and the smelter would be in place.

It is also imperative to remember that Cliffs faces a very difficult decision in the next four months given that they face the contractual obligation to convert their Big Daddy Joint Venture with KWG into a firm partnership at that time. The cost of the take-over would be in the hundreds of millions of dollars (we hope) but the long-term partnership (profit sharing ) of the Big Daddy could cost them exponentially more (30% of 1 to 4.5 billion per year minus operating costs) for the next 20 to 30 to 40 years.

In spite of this fact, Cliffs needs KWG as a Canadian company (identity) to complete the PPP Approval Process, to negotiate with First nations and environmental groups, not to mention to ship the ore on the RR whos rights are currently held by a KWG subsidiary called Canada Chrome Corp. .....but at the same time.... they want to acquire KWG at the cheapest price possible...before the first of April 2012 which is the dealine for the JV becoming a partnership.

This is quite a dilemma...give up the $496 million from PPP toward the RR if approval is not received before April if they launch a take-over.... or give up 30% of profits in a partnership that could last decades. Cliffs is still sticking to their base case whereby Black Thor will be mined first instead of Big Daddy, but for all intents and purposes, that decision would not fulfill their fiduciary duty to their own shareholders, given that BD is projected to be 1 to 5 times more profitable that BT. I have been assured on a number of occasions by KWG IR, that if Cliffs maintains their strategy of BT first, then KWG can shelve the Railroad development, and leave Cliffs with no economic means of shipping the BT ore.

It is definitely possible, if not probable that Cliffs has already made the decision to mine BD (notwithstanding that they are currently drilling on the BD site in a collaborative effort with KWG), but they also know that if they made their true intentions known to the public, the KWG share price would rise rapidly and it would cost them exponentially more to take over KWG.

So, in a nutshell that is what lies behind the curtain...this in no way is a reccomendation to buy or sell or hold. Do your DD and make whatever decision suits you when faced with whatever circumstance comes up. Best of luck to you and all KWG longs,

Le Penseur

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