Perkoa Joint Venture Agreement from Oct. 2010 (on website)...

Perkoa Joint Venture Agreement from Oct. 2010 (on website) clearly outlines responsibilities of each party. Glencore are calling for more working capital but it could be argued we are still in construction phase (plant not fully complete!) Some key points:

Glencore and Blackthorn Resources will contribute to any excess amount on the basis of 55.7% from Glencore SPV and 44.3% from Blackthorn SPV up to a cap of US$86 million (or any lesser amount determined by the Independent Assessment described in Part C, Section 1.1 (“Construction Budget and Schedule”)), and to any amount in excess of such cap which is required for reasons outside the control of the Manager. Any capital spent beyond the cap will be the funding responsibility of Glencore SPV where the additional capital expenditure is required due to any acts or omissions within the control of the Manager...$80m EXTRA HAS ALREADY BEEN SPENT SO BTR COULD ARGUE THAT DELAY IS DUE TO GLENCORE MANAGEMENT SO THEY NEED TO COVER ANY FURTHER COSTS (above $86m). PLUS 2ND BALL MILL EXPANSION IS MEANT TO BE COVERED BY GLENCORE (A LATER AGREEMENT)

Blackthorn Resources will be entitled to a dividend of up to US$5 million payable prior to any repayments being made under the Senior Facility, from the first available cash flow from the Perkoa Project in its first production year. THIS SHOULD BE COMING TO US EARLY 2014.

ALSO, if operation is cash flow negative for 24 months we can opt-out of supporting it for a period and still maintain our current equity (provide care/maintenance payments but receive no dividends). Of course this scenario would only occur if the s... really hits the fan.

Conclusion: BTR may need accountant's & lawyer's to defend our position regarding what is working capital versus construction capital!