Ironwood Gold Corp.

8 Feb 2013capital raising announcement▼ BadMajor

This amendment corrects the Feb 7 filing, which left out a second amendment agreement with Alpha Capital. Under it, the note's conversion price drops from $0.08 to $0.05, its maturity is extended to April 15, 2013, and the exercise price on the original warrants falls from $0.08 to $0.05, alongside the new 2,000,000-share warrant at $0.05. Everything else (the $100,000 added to the note, the Canadian Mining Company letter of intent) repeats the original filing; the lower prices mean more shares could be issued to Alpha, which is an inference about dilution.

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7 Feb 2013capital raising announcement● NeutralMajor

Ironwood took another $100,000 from Alpha Capital under its secured convertible note (effective Feb 1, 2013), raising the stated principal to $750,000 (it was $550,000 at issue and $650,000 after the April 2012 increase), and issued Alpha a new warrant for 2,000,000 shares at $0.05 for 8 years. It also signed a non-binding letter of intent with Canadian Mining Company to option the Raquel 3 and 3B concessions (San Bernardo Project) in Sonora, Mexico, for $1,650,000 in total consideration, which would be earned in stages through exploration spending, share issuance and a final $400,000 payment, subject to a 2% royalty to CMC; the new money is partly meant to fund this. The deal is conditional on due diligence, definitive agreements and financing, and the company has paid a CDN $50,000 deposit. More secured debt and warrants point to possible further dilution for shareholders (inference).

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