James Gill (the "Offeror")
c/o Thundermin Resources Inc.
133 Richmond Street West, Suite 300
Toronto, Ontario M5H 2L3
2. The designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities of which the Offeror acquired ownership or control in the transaction or occurrence giving rise to the reporting obligation and whether it was ownership or control that was acquired in those circumstances.
On September 18, 2013, the Offeror acquired ownership of 5,500,000 units of the Issuer (the "Units"). Each Unit consisted of one common share of the Issuer (a "Share") and one Share purchase warrant of the Issuer (a "Warrant" and together with the Shares, the "Securities"). Each Warrant is exercisable to acquire one Share for a period of two years from the date of issuance of the Warrant at a price of $0.04 per Share. The 5,500,000 Shares that formed part of the Units represented approximately 5.96% of the issued and outstanding Shares on a non-diluted basis prior to giving effect to the Offering (as hereinafter defined). The Securities were acquired in connection with a private placement offering of 11,000,000 Units (the "Offering").
3. The designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to the reporting obligation.
As of the date hereof, after giving effect to the Offering, the Offeror owns, or exercises control or direction over, an aggregate of 6,869,034 Shares, representing approximately 6.66% of the issued and outstanding Shares on a non-diluted basis, 5,500,000 Warrants and options to acquire 500,000 Shares (the "Options"). If all of the Warrants and Options were exercised, the Offeror would own an aggregate of 12,869,034 Shares, representing approximately 11.78% of the issued and outstanding Shares on a partially diluted basis.