The announcement's last paragraph is aprime example of fuzzy, standard legalese. As an US investor, I am notconcerned because aside from the IPO it appears JRL may do an in specie distribution which atleast in the US it is considered an acceptable non taxable event. I am familiar with this type of distribution. Sincelast year, I have received spin off stock (WIN and M16) from twoAustralian companies as well as from a Canadian newco (GEL). As they say in Jamaica....No trouble, Mom.
IMO, the post spin off negative Brand impacteffect of JRL discriminating against its US investors by anytype of arbitrary exclusion would be significant. Remember, post spin off JRL'sonly remaining asset prior to any potential M&A event will be US-based. Furthermore,the JRL McDermitt Lithium resourceis not the only investment option around the McDermitt Caldera Northern rim.Specifically, US investors have other choices such as anotherAustralian firm which has announced a Brine/Clay project NW from JRLand a third one which has an interesting Uranium/Lithium projectnear the town of McDermitt .This project's size is similar in size(km2) to JRL's Indicated+Inferred area. In summary, it is importantfor JRL's future to preserve its Brand name in the US because JRL isnot the only game in town.
During my career, I resided in sevencountries working in the banking and broker/dealer industries,thus, Iam very aware of the cost and time required to comply with theregulatory requirements in different countries. In addition, Ivisited many others such as Australia where I dealt with theAustralian regulatory/compliance requirements. I was part of a USBroker/Dealer team that tried unsuccessfully to enter the Australianmarket during the 1999/2000 crash. Indeed, Mrs. Failure can be awonderful teacher.
After performing extensive Lithium DDin Nevada and Oregon, it is my intention to increase mymodest JRL position by participating in future capital raises. I hopeJRL includes the US among eligible jurisdictions. The typical NewZealand inclusion (sorry Kiwis) would not be enough. JRL should beable to offer Accredited US investors the same offer. Under RegD/Rule 501, an Accredited US investor must have earned +$200k for thelast 2 years or have a net worth of $1 million (ex the personalresidence).
The basic tenet for success if you area trout angler is that you must be able to cast accurately far and wide. Usingthe same philosophy, I would suggest that US Accredited investors are includedin future CR's. The following prospectus disclosure (subject to locallegal review) should suffice for JRL to legally cast for USAccredited investors. Detailed below is how the prospectus' text COULDread under Reg. D. This should NOT be construed as legal advice. Simply, itrepresents my good faith effort to help JRL succeed with futurefunding efforts and for me to support JRL.
"The Options and the Shares havenot been, and will not be, registered under theUS Securities Act of 1933 or thesecurities laws of any state or other jurisdiction ofthe United States. Accordingly, theOptions and the Shares may not be offeredor sold in the United States except intransactions exempt from, or not subject to,the registration requirements of the USSecurities Act and applicable US statesecurities laws.This Prospectus may be distributed bythe Company to, and the Options and theShares will be offered and sold, in theUnited States only to institutionalaccredited investors within the meaningof Rule 501(a)(1), (2), (3), (7), (8), (9)and (12) under the US Securities Act.US investors must complete and return tothe Company a US investor certificateconfirming customary US securities lawmatters."
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