CORPORATE
PARTNERS
WFE’s Executive team is composed of four industry and capital market veterans, Rand Hodgson,
Fred Strong, Victor Tkachenko and Paul Manson. Together, the WFE Executive team has 150
years of relevant experience in mining, resource industry finance and engineering. Executive
roles may be reconfigured or supplemented as part of a major financing and/or merger.
CO-FOUNDERS
Fred M. Strong
Chairman, co-founder and grubstaker: Over 40 years executive experience in capital markets, mainly in
the natural resource sector, including, over $50 million in transactions. CEO Villas del Caribe SA, Desarrollos
Ecologicos SA. Fluent French, Spanish.
FINANCIAL
Pro-forma Financials:
WFE’s proposed capital structure is extremely simple, appropriate for a private company at an early stage of development.Until further notice, all claims remain outside Whitefish, a private single shareholder Ontario company.This allows maximum flexibility for fundraising:Corporate finance, royalties, direct sale or option, and tax-flow through funds.
Whitefish founder and sole proprietor Fred Strong has authorized up to 7.2mm shares and related convertible notes to a total of seven founding shareholders (including First Nations via the Atikameg JV) and share options, “if and as when issued” for consideration for the optioned claims or equivalent value in the event of property or royalty sales.
Designated holders will have right of equitable relief and informal binding arbitration. A current Capital Table (“Cap Table”), balance sheet, tax returns and other financial information is available under confidentiality. Right now, accounting is done by an independent CGA. The Company is in the process of changing lawyers and upgrading its accounting services.
Claim Maintenance Credits and Royalties
Over five years, about $480k has been spent, mostly on the properties, almost half from two investors and
the rest from sales of net smelter royalty (“NSR”) to the Ontario Exploration Corporation (OEC). Most
WFE claims are subject to this NSR, which has fixed buyback provisions.
In addition to OEC, Rand Hodgson was granted a private NSR of 2% on the Swain area. It contains a buyback
provision for 1.5% for $200,000 and becomes binding on the date a Preliminary Economic Assessment
(“PEA”) is accepted by regulatory authorities. The Swain option agreement also provides for reversion to
Rand Hodgson in the event of relinquishment.
WFE is confident it can maintain its key properties indefinitely with or without new capital. Exploration
geologist Rand Hodgson manages exploration funds, fieldwork and related technical reports. Contact the
company for an up-to-date list of exploration credits and claim expiry dates. A list of Technical Reports for
each OEC claim set is available upon request.
Foundation Documents
Chairman, Fred Strong and two independent prospectors executed three foundation agreements:
1. Claim Option Agreement, dated November 27, 2015
2. Amended Claim Option Agreement, dated July 9, 2016
3. Purchase and Sale Agreement, dated Feb 20, 2017
These agreements as well as other written documents are available on request under confidentiality.
WFE is an ongoing process of corporate development and capital formation and will enter into additional
agreements that may be material in nature. For further information, please refer to the bibliographies and
attachments below or call the Company directly.
Compliance - NI 43-101 and Qualified Persons
All rock and soil assays are carried out using rigorous Quality Assurance procedures, including insertion of standards and blanks as well as extensive repeat assays to ensure accuracy. Samples are logged, tagged, bagged and delivered by hand to SGS Lakefield and Activation Labs Thunder Bay by Senior Geologist Rand Hodgson and assayed using strict compliant lab protocols. Samples over 10 grams are fire assayed.
The technical information in this website has not been reviewed or approved by a Qualified Person as defined in National Instrument 43-101. Whitefish is a private non-reporting company.At this early stage, it relies on specific exemptions regarding its information and audience, which the Company believes limit the application of NI 43-101.
The Company is in contact with several independent Qualified Persons who can be assigned to future projects. Readers are urged to read the Disclaimer and reminded that the information in this website has not been verified or guaranteed in any way.
Corporate finance (for discussion purposes only):
(for discussion purposes only)
For five years, Whitefish has operated with seed shares from two investors supplemented by OEC royalty
sales. Contemporaries may recognize an “old school” business model, seed shares at 5 and 10 cents
followed by up to a million dollars of “mezzanine” financing at 25 cents.
The lack of an Initial Public Offering (“IPO”) market in the last few years has blocked this traditional path to
capital fundraising. In response, in order to maximize financing alternatives, WFE has chosen to leave its
optioned claims in the hands of the original prospectors. There are signs the IPO
market may be coming back to life. In any event, Whitefish appears to have timed its arrival to the early-stage capital market perfectly.