Why did HOC pay a premium for 19.9% ownership when they could have bought those shares at a much cheaper price in the open market? ....... or did they know it would end up costing more? Same goes for the next 25.1% shares ..... and then to gain control at 51%?

HOC knew the poison pill would have cost them more to aquire the 35% they desired so they dangled the money carrot infront of the BOD. Give up a few concessions and the money is yours! Is this the best suitor LSG has seen lately? Sure LSG is desparate for money to advance TW to mine status, but surely other offers must have been on the table. I don't think LSG would have had too much trouble raising that kind of cash through a PP.

QUICK NUMBERS:

112,655, 628 shares outstanding as of Dec 31 2007 (excluding options and warrants)

28, 172,301 shares ISSUED to HOC for 19.9% ownership of LSG @ $2.30 per share

140,827,929 total outstanding shares (excluding options and warrant

if approved 32,900,00 shares ISSUED to HOC for another 15% ownership of LSG @ $2.40 per share

total = 173,727,929 outstanding shares (excluding options and warrants)

= 35% ownwershp by HOC

= more HOC members added to the BOD

= a whole whack more of options

= 50% dilution of original shareholder value

= a strong no vote

Basically HOC's shares have nearly doubled the outstanding shares but the shareholder gets nil in return. At least the poison pill would have doubled our postions if we so desired.

v.