Spent an hour or so reading the Spider's I.C. Some answers to a few questions I had, and some interesting info that I gathered during the reading...
...Neil Novak to be appointed as President of new KWG-Spider, Frank Smeenk to act as Executive Chairman. (A show of respect from Mr Smeenk...)
... Amendments to the Combination Agreement that change the definition of 'Exchange Ratio' (1.21:1) are allowed provided the change is not adverse to Spider shareholders... So it's OK for KWG to propose a raise to the ratio without Spider shareholders approval(ie, no 21 days delay to call another Special Meeting?)
... change of view regarding DDI: it's finally CCC (100%) and the Nemis NSR that will be spinned to DDI, + 500K of cash. In return, instead of shares of DDI, DDI will return back to KWG the diamond assets (ie Kyle, MacFayden, Diagnos, Wawa...all JV s with Spider BTW). DDI shares will be subdivided (ratio to be determined), and dividended to pre-merger KWG shareholders. (Great news IMO. But it could change with the KWG Proposed Amendments... Note taht those assets will become JVed with Cliffs if they end succesful with the take-over)
... curiosity: KWG Resources Inc was incorproated in Québec in 1937, under the name 'Kewagama Gold Mines Ltd'
... KWG may force the vote on the Merger?
"6.2(d) If the Proxy Circular has been sent to Spider Shareholders prior to the expiry of the five (5) Business Day period set forth in Section 6.2(a)(iv) and, during such period, KWG requests in writing that the Spider Meeting proceed, Spider shall continue to take all reasonable steps necessary to hold the Spider Meeting and to cause the Amalgamation to be voted on at the Spider Meeting."
GLTA.
BaBe