Retraction Of Independent Valuations

30 Jun 2010

Montréal, Canada – At the request of IIROC, KWG Resources Inc. (“KWG“) is retracting in its entirety the disclosure of the valuations contained in its June 30, 2010 press release entitled “KWG Reports Two Independent Valuation Opinions” (the “Valuations Press Release“), which is based on the valuations prepared by Cormark Securities Inc. and Broad Oak Associates (collectively, the “Valuations“).

The Valuations will not be filed on SEDAR, as previously disclosed, until such time as the forward looking economic information contained in the Valuations satisfies the applicable requirements of National Instrument 43-101 – Standards of Disclosure for Mineral Projects. Accordingly, the economic information and any contribution of such information to share price valuations contained in the Valuations Press Release should not be relied upon.


The proposed combination of KWG and Spider Resources Inc. (“Spider”) referred to in the Valuations Press Release (the “Proposed Combination”) relates to common shares of a Canadian company. U.S. shareholders should be aware that the Proposed Combination is subject to the disclosure requirements of Canada, which are different from those of the United States. The financial statements included or incorporated by reference in documents relating to the Proposed Combination have been prepared in accordance with Canadian generally accepted accounting principles, and may be subject to Canadian auditing and auditor independence standards, and thus may not be comparable to financial statements of United States companies.

The enforcement by shareholders of civil liabilities under the United States federal securities laws may be affected adversely by the fact that Spider is incorporated under the federal laws of Canada and KWG is incorporated under the laws of Quebec, Canada, most of their respective officers and directors are residents of Canada and other foreign countries, and some or all of their respective assets and the assets of their respective officers and directors are located outside the United States. U.S. shareholders may not be able to sue a Canadian company or its officers and directors in a Canadian or other foreign court for violations of U.S. securities laws and it may be difficult to compel a Canadian company and its affiliates to subject themselves to a U.S. court’s judgment.

U.S. shareholders should be aware that KWG may purchase securities of Spider otherwise than under the Proposed Combination, such as in open market or privately negotiated purchases.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

For further information, please contact:

Bruce Hodgman,
Communications Director
Direct: 416-646-1374

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