FFGO - ITEM 1.01 ENTRY MATERIAL AGREEMENT
"On August 12, 2010 the Company’s wholly owned subsidiary Western Diversified Mining Resources, Inc. (“Western”) entered into an agreement with North American Gold & Minerals Fund (“North American”) pursuant to which North American agreed to acquire Western’s 23.22% shareholding in Bouse Gold Inc. (“Bouse Gold”) and Western’s 46.84% shareholding in South Copperstone Inc. (“South Copperstone”) for North American preferred stock valued at US$258,073,107, or US $0.003449 per share of the Company’s issued and outstanding common stock. The North American Series A Preferred Stock that will be issued under the Agreement has liquidation and dividend preferences that apply to future distributions from Bouse Gold, Inc.; the Series B Preferred Stock has liquidation and dividend preferences that apply to future distributions from South Copperstone, Inc.. The valuation of US$258,073,107 is based on the liquidation preference of the preferred stock, which is US$16.00 per share for the Series A Preferred Stock and US$2.20 per share for the Series B Preferred Stock. The annual non-cumulative dividend preference for both Series A and Series B Preferred Stock is 3% of the respective liquidation preference. Both the Series A and Series B Preferred Stock may be redeemed by the North American Gold & Minerals Fund at any time after January 1, 2011 at a cash redemption price equal to the liquidation preference."
The liquidation preference is $2.20 for Series A Preferred Stock and $16.00 for Series B Preferred Stock. That equates to $0.003449 per share of the Company's issued and outstanding common stock.
The annual non-cumulative dividend preference for both Series A and Series B Preferred Stock is 3% of the respective liquidation preference.
That means, there is an annual non-cumulative dividend payable based upon the $0.003449 per share of the Company's common stock. This dividend equates to $0.00010347 per share of the Company's common stock. Or the equivalent of earning 103.47% annual interest on a $0.0001 per share investment.
No interest. You had been talking 3% interest awhile back. I thought these and other posts cleared it up for you. Liquidation preference. Read about the Lowenthal/Sloane filings too. No cash and we don't know the terms of the "issued notes" and "private negotiations." I had given NMGL the benefit of the doubt. Now, a year later, I just have doubt. - OldBen
Liquidation preference and Dividend preference are two different things! Very clearly spelled out in the 8-K filing! Hope this post clears it up!
Good Luck!
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