...ONTREAL, April 15 /CNW/ - Further to KWG Resources Inc.'s ("KWG" or the "Company") (TSXV: KWG; OTCBB: KWGBF) press release dated March 16, 2009, announcing that Cliffs Natural Resources Inc. (NYSE: CLF - News) an Ohio Corporation, through its Dutch affiliate, Cliffs Greene B.V. ("Cliffs") acquired, on a non-brokered private placement basis, certain securities of KWG in the aggregate amount of US$3,500,000, KWG is pleased to announce that it has obtained the requisite approval of its shareholders (the "Shareholder Approval") at the Company's annual and special meeting held today to the issuance of additional units of KWG (each, a Unit") upon the conversion of the secured convertible debenture purchased by Cliffs on March 16, 2009 in the principal amount of US$1,033,398 (the "Debenture").

As a result of the Shareholder Approval being obtained, the principal amount of the Debenture has been converted automatically into Units at the rate of US$0.048894 per Unit resulting in a further issuance to Cliffs of 21,135,069 Units comprised of 21,135,069 KWG common shares (the "Common Shares") and 9,310,839 Common Share purchase warrants (the "Warrants"). As previously disclosed in the press release dated March 16, 2009, in addition to the purchase of the Debenture, Cliffs acquired 50,448,987 Units comprised of 50,448,987 Common Shares and 22,224,784 Warrants representing 14.9% of the issued and outstanding Common Shares on a fully diluted basis....

Above is deal KWG with Cliff, Cliff may offer the same..

see whether the BOD and investors will accept or no?