Junior metal miner Noront Resources Ltd. announced Monday it has made an unsolicited all-stock bid for Freewest Resources Canada Inc. worth about $90-million.

Under terms of the offer, Noront will exchange one of its shares for every four Freewest shares at an implied offer price of 39.75 cents a share based on Noront's closing price of $1.59 last Friday.

If successful, Noront plans to consolidate exploration and development activities between the two companies in the so-called "ring of fire" in northern Ontario, an emerging multi-metal region reportedly rich in nickel, copper, platinum and other minerals.

"Freewest shareholders are not being asked to sell out but rather are being invited to benefit from the enhanced opportunities that the offer represents," Wes Hanson, chief executive with Noront, said in a release.

Noront first approached Freewest last Friday but the company said it was not prepared to discuss the offer on that day or during the weekend. Noront then sent written confirmation of the offer to the board, but did not get a response.

"Consequently, Noront was left without any other option but to make the offer directly to Freewest's shareholders," the company said in the release. "It was Noront's intention to proceed with a friendly offer."

Noront noted the offer is not a permitted bid under Freewest's shareholder rights plan, so that plan must be terminated, either by the company's board or in court for the offer to proceed.

The company plans to keep the offer open for at least 35 days.

Mr. Hanson was also critical of one-time management change of control payments to several executives, including $4-million to Mackenzie Watson, chief executive of Freewest.

As a further condition of the offer, Mr. Hanson demands that the total payment to all officers and directors top out at $1.5-million instead.

Freewest has not responded to this bid.

Memories like these are hard to come by, buy.....bye, bye.

mynot

PS: SPQ is delisted from the TSX as of today...BMK then who next?