WITS BASIN PRECIOUS MINERALS INC

16 Dec 2004capital raising announcement● NeutralMajor

On December 3 and 10, 2004 the company sold 8,450,000 units for $845,000 gross with no commissions, each unit being one share plus a warrant for half a share at $0.25 expiring December 31, 2006. Shares outstanding were 33,901,612 as of December 3, 2004. It must register the shares for resale within 60 days of the final closing or cut the warrant price to $0.10 and issue extra penalty warrants, a risk of further dilution.

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16 Sept 2004material agreement● NeutralMajor

On September 10, 2004 the company signed a proposal under which Ken Swaisland assigns to it his option to buy Hunter Gold Mining Corporation and its US subsidiary, which own the Bates-Hunter Gold Mine and Golden Gilpin Mill in Central City, Colorado. This is a new project beyond the South African and Ontario interests; per the press release it would need a $50,000 cash payment and 250,000 unregistered shares to close the assignment, financing is still being explored, and the full purchase would cost $3,000,000 plus royalties and 1,000,000 warrants if exploration proves viable by November 30, 2005.

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1 Sept 2004material agreement▲ GoodMajor

On August 27, 2004 (amended August 30) the company signed a Shareholders Agreement with AfriOre and Kwagga Gold (Barbados) replacing the June 2003 Heads of Agreement for the FSC Project in South Africa. Kwagga must issue the company about 33.6% of its equity for the $2.025 million advanced, rising to 35% after the final $75,000 of the $2.1 million commitment. The company can require a buyback of its shares for the unspent balance if Phase I is discontinued, gets 3 of 6 Kwagga board seats once fully funded, and holds veto rights over significant Kwagga actions. It may also advance $1.4 million for a further 15% stake.

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4 Aug 2004asset acquisition disposition● NeutralMajor

The company sold Brazmin back to Argyle Securities (completed August 3, 2004), reversing the February 2004 acquisition after about six months. It received $25,000 cash, a further $25,000 due by December 31, 2004, $100,000 each if pre-feasibility and bankable feasibility studies begin, a 10% carried interest and 10% of any sale proceeds, and Argyle returned 400,000 of the 700,000 shares; Argyle kept the 150,000-share warrant at $1.50. The company must still register the remaining 300,000 shares. The press release also reports the first FSC drill hole (2,984 meters) did not hit Witwatersrand rocks, and names Stephen D. King as a new director.

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4 June 2004capital raising announcement▼ BadMajor

On May 28, 2004 the company raised $650,000 gross (about $525,000 net) through an 18-month secured convertible note to Pandora Select Partners LP, secured by substantially all its assets. It may repay in shares priced between $0.35 and $0.65, and it issued Pandora a warrant for 928,571 shares at $0.40, plus other warrants to Pandora affiliates (200,000 shares) and to Wayne Mills or his affiliate (475,000 shares at $0.40) for his personal guarantee. The press release says proceeds were used to pay $360,000 to former CEO Jack Johnson to settle litigation; it also says the company has advanced $1.95 million toward the $2.1 million needed for a 35% stake in Kwagga (FSC Project), with a deadline extended to June 30, 2004. This is the first secured debt after the company reported no debt in 2003.

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12 Feb 2004asset acquisition disposition● NeutralMajor

On February 6, 2004 the company bought all of Brazmin Ltda., a Brazilian company holding exploration rights to four regions in Brazil, from Argyle Securities Limited for $50,000 cash, 700,000 company shares (valued at $686,000), a 5-year warrant for 150,000 shares at $1.50, and expenses under $20,000. This is the first concrete step into mineral exploration after the October 2003 placement, alongside an existing South African gold project (FSC) in which the company is a passive investor. Separately, because the resale registration from the October 2003 placement was not effective within 120 days, the company says it will issue 2,038,000 extra shares to those investors as a penalty, further diluting holders. If the 700,000 shares are not registered for resale by July 5, 2004, Argyle can cancel the deal.

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31 Oct 2003capital raising announcement● NeutralMajor

Now named Wits Basin Precious Minerals Inc., the company completed a private placement on October 24, 2003 of 10,190,000 units for about $2,547,500 gross. Each unit is one share plus a one-year warrant for half a share at $0.75, which works out to $0.25 per unit. Placement agents received $250,500 in cash commissions and 4-year warrants for 1,002,000 shares at $0.50. This is the first filing under the new name and raises new cash after the company sold its operating businesses; the issue adds shares and warrants that dilute existing holders.

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12 May 2003asset acquisition disposition● NeutralMajor

On April 30, 2003, after shareholder approval on April 29, the company completed the sale of its accounting software business (the Red Wing and Champion units bought in 2001) to Red Wing Software, Inc., which is principally owned by two employees, James Long and Kenneth Hilton. The buyer paid by settling about $1.45 million of the company's debt from the 2001 acquisitions: $752,427 cash to 17 holders who took 75 cents on the dollar, and $448,479 in new buyer notes to 7 others. The company says it now has no operating business assets, no debt and about $450,000 of net assets, and its address has moved to Minneapolis.

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21 Mar 2003asset acquisition disposition● NeutralMajor

On March 14, 2003 the company sold its hosted solutions business to Stellent, Inc. for $650,000 in cash plus $150,000 reimbursement of expenses. It says its only remaining operating assets are the Red Wing and Champion accounting software units, which it has already agreed to sell to Red Wing Software, Inc., subject to shareholder approval. The board is looking for businesses to acquire afterwards. CFO Jeffrey Traynor is leaving (consulting through April 2003) and Mark Dacko takes over, and director Patrick Nelson resigned on February 26, 2003.

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12 June 2002capital raising announcement● NeutralMajor

The company raised money through stock sales in May 2002: 500,000 shares at $0.75 to Boston Financial Partners ($375,000) and 800,000 shares at $0.75 to two investors ($600,000), half bought by a director's affiliate (Wyncrest, Ronald Eibensteiner). Buyers also got new warrants at $1.00 and $1.25, and Boston Financial's older warrants (originally $5.50 to $7.50 for 1 million shares) were repriced to $1.00. A $450,000 loan from a director's affiliate (Blake Capital, Wayne Mills) was partly converted ($150,000 into 200,000 shares at $0.75) and the rest repaid on June 10, 2002. Existing holders face dilution from the new shares and cheaper warrants, and the $0.75 price compares with the $5.50 warrant exercise price set in 2001.

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