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KRD Kernow Resources & Developments Ltd. (Tier2)

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Share Name Share Symbol Market Type
Kernow Resources & Developments Ltd. (Tier2) TSXV:KRD TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

North American Tungsten Corporation Ltd. Completes Private Placement Financing

04/08/2009 12:30pm

Marketwired Canada


THIS PRESS RELEASE IS NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO U.S. NEWS
AGENCIES


NORTH AMERICAN TUNGSTEN CORPORATION LTD. (the "Company") (TSX VENTURE:NTC)
announces that it has completed the CAD$6,000,000 private placement financing
announced on July 24, 2009. The Company issued a total of 40,000,000 common
shares ("Common Shares") at a price of CAD$0.15 per Common Share. The Common
Shares issued pursuant to the private placement are subject to a hold period
that expires on December 1, 2009 in accordance with applicable Canadian
securities laws and the policies of the TSX Venture Exchange.


The proceeds of the private placement will be used to repay US$3,000,000 of
convertible debentures and for working capital.


In addition, Mr. Ron Erickson, a director of the Company, today announced that
he acquired 10,000,000 Common Shares in the private placement, representing
approximately 5.9% of the issued and outstanding Common Shares. Including the
Common Shares purchased in the private placement, Mr. Erickson now holds
18,120,600 Common Shares, representing approximately 10.7% of the issued and
outstanding Common Shares.


Mr. Erickson is a minority shareholder in Queenwood Partners LLC ("Queenwood")
and K/R/D Equity Investments LLC ("KRD"). Queenwood holds 16,475,670 Common
Shares (including 15,325,670 Common Shares it acquired on the private
placement), representing approximately 9.8% of the issued and outstanding Common
Shares. KRD holds 2,440,400 Common Shares, representing approximately 1.4% of
the issued and outstanding Common Shares.


Mr. Erickson does not control or direct either of Queenwood or KRD.

However, in the event that Queenwood is dissolved, wound-up or terminated
(collectively, a "Queenwood Dissolution Event") in accordance with the Queenwood
limited liability company agreement, dated January 28, 2008 (the "Queenwood LLC
Agreement"), Mr. Erickson could receive up to an additional 5,354,593 Common
Shares that are currently held by Queenwood, based on Queenwood's current
ownership of Common Shares, Mr. Erickson's percentage interest of Queenwood and
the Queenwood LLC Agreement, but subject to the rights of creditors of Queenwood
in such circumstances. In the event that Mr. Erickson were to receive an
additional 5,354,593 Common Shares following a Queenwood Dissolution Event in
accordance with the foregoing, based on its current ownership of Common Shares,
Mr. Erickson would at such time then hold 23,475,193 Common Shares, representing
approximately 13.9% of the issued and outstanding Common Shares.


In the event that KRD is dissolved, wound-up or terminated (collectively, a "KRD
Dissolution Event") in accordance with the KRD limited liability company
agreement, dated January 12, 2007 (the "KRD LLC Agreement"), Mr. Erickson could
receive up to an additional 815,094 Common Shares that are currently held by
KRD, based on KRD's current ownership of Common Shares, Mr. Erickson's
percentage interest of KRD and the KRD LLC Agreement, but subject to the rights
of creditors of KRD in such circumstances. In the event that Mr. Erickson were
to receive an additional 815,094 Common Shares following a KRD Dissolution Event
in accordance with the foregoing (but assuming that a Queenwood Dissolution
Event has not occurred), based on its current ownership of Common Shares, Mr.
Erickson would at such time then hold 18,935,694 Common Shares, representing
approximately 11.2% of the issued and outstanding Common Shares.


In the event that Mr. Erickson were to receive an additional 5,354,593 Common
Shares following a Queenwood Dissolution Event and also receive an additional
815,094 Common Shares following a KRD Dissolution Event, in each case in
accordance with the foregoing, based on its current ownership of Common Shares,
Mr. Erickson would at such time then hold 24,290,287 Common Shares, representing
approximately 14.4% of the issued and outstanding Common Shares.


Cautionary Note: The Company relies upon litigation protection for
"forward-looking" statements.


THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR
DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES,
AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN. THESE
SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF
1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD
IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.


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