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Published on 12/11/2007 in the Prospect News PIPE Daily.

New Issue: KWG Resources arranges C$3 million private placement of units

By Devika Patel

Knoxville, Tenn., Dec. 11 - KWG Resources Inc. said it plans a private placement of units to raise C$3 million.

The company plans to sell C$1 million of non flow-through units at C$0.10 each. It also will sell C$2 million of flow-through units at C$0.12 each.

Northern Securities Inc., the agent, has a greenshoe for up to 20% of the deal size.

Each non flow-through unit will consist of one non flow-through share and one non flow-through warrant. Each warrant from the non flow-through units will be exercisable at C$0.15 for two years.

Each flow-through unit will consist of one flow-through share and one half-share warrant. Each whole warrant from the flow-through units will be exercisable at C$0.18 for two years.

Northern Securities will be paid a 7% cash commission and broker warrants, each exercisable for two years, to acquire a number of units equal to 10% of the number of units and flow-through units sold.

Proceeds will provide funding to KWG's subsidiary, Debuts Diamonds Inc.

KWG is a mineral exploration company based in Montreal.

Issuer:KWG Resources Inc.
Issue:Units of one non flow-through share and one non flow-through warrant; units of one flow-through share and one half-share warrant
Amount:C$3 million
Greenshoe:20%
Agent:Northern Securities Inc.
Fees:7% in cash; 10% in warrants
Pricing date:Dec. 11
Stock symbol:TSX Venture: KWG
Stock price:C$0.10 at close Dec. 11
Non flow-through units
Amount:C$1 million
Price:C$0.10
Warrants:One per unit
Warrant expiration:Two years
Warrant strike price:C$0.15
Flow-through units
Amount:C$2 million
Price:C$0.12
Warrants:One half-share warrant per unit
Warrant expiration:Two years
Warrant strike price:C$0.18

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