Noront Resources

High-grade Ni-Cu-Pt-Pd-Au-Ag-Rh-Cr-V discoveries in the "Ring of Fire" NI 43-101 Update (March 2011): 11.0 Mt @ 1.78% Ni, 0.98% Cu, 0.99 gpt Pt and 3.41 gpt Pd and 0.20 gpt Au (M&I) / 9.0 Mt @ 1.10% Ni, 1.14% Cu, 1.16 gpt Pt and 3.49 gpt Pd and 0.30 gpt Au (Inf.)

The offer is not going to make your FWR value disappear for the 'price' NOT is offering. It is an all share offer, which effectively combines the two companies rather one 'buying' the other. The value, and the potential, of all of the FWR properties and chrome will simply become part of NOT on a 4 for 1 share basis. All of the potential of one's FWR shares would simply transfer to NOT shares - the FWR value and potential do not get sold, or disappear, for the value of the deal. Both companies will be much stronger as one, and there value will immediately increase just by virtue of the fact that the properties are now under the control of one company.

The additional advantage to FWR shareholders is that deal is being done with NOT priced at $1.59. As NOT increases in value because of the nickel, FWR shareholders will immediately see more value in their old FWR shares that become part of NOT. I read somewhere that if NOT moved backed to $2.00, this immediately values the FWR shares at $0.50.

If one takes time to think, it really is a great deal for both FWR and NOT shareholders, as we will become one. Given the NOT and FWR property locations, the existing NOT/FWR JV, it makes a lot of sense to combine these companies. You have to look past the $ value of the deal, which is effectively meaningless, and consider the fact that FWR shares would become NOT shares on a 4 for 1 basis - that is the cost/value. BUT, and I repeat, BUT, the value of the FWR holdings does not disappear and all FWR shareholders still stand to profit just as much by the existing and potential value of their FWR holdings in the same way they would with FWR on its own - that value would still be there.

Furthermore, to reiterate, I would argue the value of NOT and FWR properties will immediately increase simply by virtue of the fact they are combined. The RoF needs to consolidate to become attractive to a major, and given that NOT and FWR are the only 2 companies in the RoF to have discovered anything of significance, this really would be a great union. We would become more valuable as one.

I suggest that what we might see happen here is that this deal get 'repackaged' as merger rather than a sale of one to the other. This is the way both NOT and FWR shareholders need to think about it... I think NOT is trying to appeal directly to FWR shareholders with its 'buyout' offer simply because FWR management have not yet recognized the advantages and value of becoming one. Nobody likes to lose control, so this idea may have been rejected by FWR management without due consideration to what was being proposed. I think the deal will fly and key FWR execs might become part of NOT. How about Mac as VP of the NOT/FWR??

Regards,

B.

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Bentonstocks
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Noront Resources
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