Watts, Griffis and McOuat (WGM) provides comprehensive support to exploration and mining companies both in the field and during boardroom deliberations. Our seasoned professionals possess not only technical expertise in mineral resource development but also a wealth of experience and business acumen related to mining. This includes navigating royalty agreements, assessing fair market value, and addressing various other aspects critical to successful mining ventures.

Our professionals not only have the technical background in mineral resource development, but also the experience and acumen in the business and financial aspects of mining to provide an independent 360° perspective of your operations.

Junior explorers and major producers alike rely on our global experience for assistance with their project financings, mergers and acquisitions, and NI 43-101, JORC and other technical reporting requirements. Our peer review process is by far the most authoritative in the industry. You can be confident knowing that every NI 43-101, JORC, or other disclosure of information that we issue has been systematically scrutinized for its technical and factual completeness and correctness.

Regulatory Filings

WGM provides Qualified/Competent Person technical reports for securities exchange listings and private financing for virtually all mineral commodities.

Our standard of care for peer review and publication of our technical reports is second to none. Our Qualified/Competent Persons are qualified to make disclosure for our clients which comply with the strict guidelines of Canada's National Instrument 43-101 (“NI 43-101”) of which WGM has been a leading advocate since its inception and has helped shaped it into what it is today.

Beyond our expertise in Canadian NI 43-101-compliant disclosure, WGM ensures full compliance to the standards of other nationalities and regulators in our due diligence, disclosure and other work. Key sets of guidelines and regulations we are experts in include:

• Australia Institute of Mining and Metallurgy (AusIMM) Code
• The Joint Ore Reserve Committee (JORC) Code - Australasia
• AIM Code - London Stock Exchange, United Kingdom
• United States Geological Survey's (USGS) Circular 831
• Securities Exchange Commission (SEC) Guide 7 - United States

Independent Due Diligence/Fatal Flaw Reviews

Evaluating new business opportunities takes a keen eye, and one that will cover more than the corporate balance sheet. Our independent due diligence practice spans over 60 years, and with that experience comes the ability to systematically and quickly evaluate mineral projects on their technical merits. Whether conducting a fatal flaw review to evaluate a potential project acquisition, or a more in depth due diligence study to support public and private project financings, WGM can ensure full compliance with NI 43-101, JORC and other standards in its reviews and reporting.

Mineral Valuations

Mineral asset valuations are required for a number of purposes including: support for mergers and acquisitions; initial public offerings; reverse takeovers of mining companies; tax-related financing; divorce proceedings, lawsuits; disposition of assets, particularly by non-mining companies; corporate reorganization; and dissenting shareholder hearings.

Valuation assignments are carried out under the direction of Our Principal Consultant, Ross D. Lawrence, P.Eng. Mr. Lawrence participates in the activities of the Canadian Institute of Chartered Business Valuators and the American Society of Appraisers, and is a member of the American Institute of Mineral Appraisers.

Over the past 60 years, Our valuation experience spans the globe with appraised assets totaling over $100 billion. Our clients include mining companies, law firms, petroleum companies, banks and other owners of mineral assets.

CSR Consultation

The business case for CSR centres on the fact that businesses that fail to engage stakeholders impacted by their activities can materially jeopardize their ability to create wealth for the company, its shareholders and society. At its core, CSR is a strategic approach. Businesses, through their interactions with the wider community, are able to better anticipate and address associated issues and ultimately run a more successful business.

Experience has shown that businesses that successfully integrate CSR principles into their operations can benefit through:

• Better anticipation & management of risk
• Improved reputation management
• Enhanced employee recruitment, motivation and retention Improved competitiveness
• Enhanced operational efficiencies & cost savings
• Enhanced ability to adapt to change
• Strengthened social license to operate in the community
• Better investor relations and access to capital
• Improved relations with regulators

At WGM, we believe that CSR is a must in today's highly competitive global economy to add value to your business. WGM can provide you with a wide range of CSR related services including:

• CSR Strategy Development
• CSR Audits
• Stakeholder Dialogue
• Corporate Governance
• Sustainability Appraisals
• Community Consultation Guidance

Corporate Services

Due diligence studies and preparation of independent reports to support public and private project financing are important components of Our many services.

Mineral asset valuations are required for a number of purposes including: support for mergers and acquisitions; initial public offerings; reverse takeovers of mining companies; tax-related financing; divorce proceedings, lawsuits; disposition of assets, particularly by non-mining companies; corporate reorganization; and dissenting shareholder hearings.

Administration and Management

WGM has experience in the negotiation of joint venture, option, and mine operating agreements, land title compilations, and both mineral and surface right title validation. WGM works in cooperation with the client's legal counsel from the initial stages of the proposed transaction to ensure that an agreement is drafted that is both practical and easy to manage, addresses the legal aspects and meets the client's specifications.

Fairness Opinions

Our expertise and reputation in geoscience and engineering allows us to provide balanced fairness opinions for situations such as mergers and acquisitions involving companies that deal in mineral resources. Our professional opinions in these matters are supported by extensive research and assessment into the situation at hand, and result in effective documentation to support entities as they move through the negotiation process.

Expert Witness

Society requires the special knowledge of expert witnesses in order to make public hearings, litigation, laws and regulations fair and effective. Concise and honest expert information on geoscience and engineering is critical in public hearings about environmental and resource issues; committee hearings and legislative staff briefings; administrative regulations and hearings; and civil and criminal trials on things such as environmental conflicts, eminent-domain cases, personal injury and damage or value disputes.

Without the input of expert witnesses such as WGM, judicial and administrative decisions can result in ineffective regulations and outcomes, despite the best intentions of judges, juries and regulators. In this undertaking we recognize the need to explain complex scientific information in a manner that is detailed, concise and clear.

Independent Qualified Persons Reviews

As an Independent Qualified Person (IQP) WGM typically reviews work plans, budgets, exploration progress, and results, and provides clients with our feedback. We evaluate the geologic models and provide advice on exploration strategies. Finally, we review public disclosure by the client prior to release to verify that the disclosure is technically accurate. As required, WGM makes site visits to enable it to be able to independently verify exploration results.

Regulatory Compliance

WGM is qualified to make disclosure for its clients which comply with National Instrument 43-101 (NI43-101), Australasia's Joint Ore Reserves Committee (JORC) , and other internationally accepted standards in regard to the mineral and mining projects it works on.

Agreement Administration

Often overlooked in the execution of an exploration project is proper attention to land title and obligations under land tenure, joint venture agreements and government legislation. Minor details, which are ignored during the exploration phase, often become the subject of lawsuits over ownership of the property after an economic deposit is discovered.

We have the experience in the negotiation of joint venture, option, and mine operating agreements, land title compilations, and both mineral and surface right title validation. These activities are carried out using the expertise of Our senior staff and land management professionals.

We work in cooperation with the client's legal counsel from the initial stages of the proposed transaction to ensure that an agreement is drafted that is both practical and easy to manage, addresses the legal aspects and meets the client's specifications.

We also assist our client's legal counsel in providing the research necessary to verify title of mineral and surface rights, highlighting potential deficiencies and recommending costs effective solutions.