Welcome To The Spider Resources HUB On AGORACOM

First Explorer at the "Ring of Fire" and presently drilling on the "BIG DADDY" Chromite/Pge's jv'd property...yet we were robbed

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Message: My Thoughts

First of all, I am glad to see the share ratio increased to 1.30. That's exactly what I was expecting.

The ratio of 1.30 at today's close (pre-halt market, I should say) does not value SPQ at $1.56 Remember, this exchange ratio would have been determined as of close of business Wednesday, presumably, when the share price was $0.13. Therefore, that values Spider at 16.9 cents.

Unfortunately, I am not pleased that the NSR trump card has been put into play. I don't think they needed to do this in this round, although their lawyers and advisors probably have a very good reason why that was done. However, if it was me, I would have tried to save that.

Look at the wording of the NR very carefully. There is a comma missing, presumably, but I think the intent is still that they are splitting the NSR but KWG still has full rights to the railroad.

If there was some way to put a special dollar value on the Railroad, it would be great for SPQ to issue shares to purchase 50% of that. What does a dilution of SPQ mean at this point? There are a lot of questions on my mind, that I haven't had time to sit and think about carefully yet.

Regarding the valuation, has one been done? Have two been done? Has Cliffs paid for the first valuation, and is holding the results tight? Has KWG asked for the valuation to be completed and offered to pay for that process, and if so, are they holding the valuation tight? Does each party know for sure whether the other party knows what the valuation has come to? Does each party know if sure if ANYONE has completed a valuation.

If the valuation was paid for by KWG, and they know the results, I presume that this is a material piece of information which in essence should be newsworthy, however, in these circumstances, where it is in the best interests for shareholders to receive the highest possible valuation for their shares, does KWG have a right to hold this information from the public unless they choose to disclose that valuation at some point? What affects the situation of whether or not they have a right or obligation?

I thought it would be quite easy to sort out what would probably happen as I thought the situation over this week. I do not think that I have a good sense yet of what will happen in the next few weeks. After today's two NR's, I need to think about this situation for while.

I do feel that if Cliffs turns around with one more higher offer, say around 24 cents, and then announces that they would be willing to pay them same for KWG, then the deal would absolutely be in the bag. I have no doubt that that level would be sufficient to sway investors.

On to things that I feel far less certain about:

- Is the valuation of KWG sufficient to justify an offer price above 24 cents? I doubt it. The valuation by a third-party must rest on reasonable current assumptions. They have to look at what is indicated in the ground now, not what we all hope the deposit contains.

- Can KWG come up with another magic rabbit? Again, I'm not too sure, without sacrificing a big share of their company to SPQ shareholders.

I still feel that 24-26 cents for both companies would carry the day.

The only other "mystery option" I can think of which has not yet been mentioned by any posters is that perhaps KWG & SPQ can find someone with deep pockets who might not want to take over the two companies, but who might be willing to move ahead with covering a lot of the costs of feasiblity studies, etc., in return for a chunk of one or more likely both of the companies. What if Xstrata or someone said, "Hey guys, we you know are screwed if you merge because you'll need to go to market for financing or equity in order to get past the next major steps of building a minor. We'd be willing to finance costs up to say, $24.5 million in return for a 10% share of each company." That would make the merger even more attractive. I mean, I like the idea of amalgamation now, but Cliffs is correct in stating that it's going to take some money to move this project forward.

Who knows? So many options ...

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