May 31, 2012
URSA Major Minerals Shareholders Approve the Amalgamation with Prophecy Platinum
URSA Major Minerals Incorporated (URSA Major or the
Company) (TSX-UMJ) is pleased to announce that the
previously disclosed business combination with Prophecy
Platinum Corp. by way of court-approved Plan of Arrangement
(the Arrangement) has been approved by the shareholders of
URSA Major at its Special Shareholder's Meeting held
yesterday in Toronto, Ontario. URSA Major shareholders
approved the Arrangement with a total of 98.9% of the votes
cast being in favor. The Arrangement includes the issuance
of 1 Prophecy Platinum common share for each of 25 URSA
Major shares and further details on the Arrangement
Agreement can be reviewed on the joint news release of the
Companies, dated April 16, 2012.
Richard Sutcliffe, URSA Major's CEO commented, We are
pleased the overwhelming support from URSA Major's
shareholders to participate in a combined company with an
outstanding portfolio of assets and substantially improved
market capitalization and liquidity.
A hearing is scheduled for May 31, 2012, with the Superior
Court of Ontario in order to consider the application for a
final court order approving the Arrangement under the
Business Corporations Act (Ontario). Provided that the
Arrangement is approved by the Superior Court of Ontario
and other closing conditions are satisfied or waived,
Prophecy and URSA Major anticipate the Arrangement to be
completed shortly thereafter.
About Prophecy Platinum Corp.
Prophecy Platinum is a Canadian-based Nickel-PGM
exploration company with projects in Canada, Argentina and
Uruguay. Prophecy Platinum's flagship Wellgreen
PGM-Cu-Ni project is in Yukon Territory, Canada and the
Lynn Lake project is located in Manitoba, Canada.
About URSA Major Minerals - URSA Major is a Canadian mining
company with two nickel sulphide projects containing
significant NI43-101 compliant nickel and copper reserves
and resources. The Company is focused on demonstrating
profitable operations at the Shakespeare Mine and growing
its nickel, copper and platinum group metal (PGM) deposits
through exploration and development, primarily in Ontario,
Canada.
Address: 8 King Street East, Suite #1300, Toronto, Ontario,
Canada M5C 1B5
Symbol & Exchange: UMJ -- TSX
Cautionary Statements: Completion of the transaction is
subject to a number of conditions, including regulatory
approval, shareholder approvals, completion of satisfactory
due diligence, a definitive agreement and approval of the
Ontario Supreme Court if applicable. There can be no
assurance that the transaction will be completed as
proposed or at all. Investors are cautioned that, except as
disclosed in the Management Information Circular to be
prepared in connection with the Transaction, any
information released or received with respect to the
Transaction may not be accurate or complete and should not
be relied upon. Trading in the securities of exploration
and development stage resource companies should be
considered highly speculative.
Forward-Looking Statements: This news release includes
certain statements that may be deemed forward-looking
statements. All statements in this release, other than
statements of historical facts, including, without
limitation, statements regarding potential mineralization,
the estimation of mineral resources, the realization of
mineral resource estimates, interpretation of prior
exploration and potential exploration results, estimates of
production, the timing and success of exploration,
development and production activities generally, the timing
and results of future resource estimates, permitting time
lines, metal prices, availability of capital, government
regulation of exploration operations, environmental risks,
reclamation, title, and future plans and objectives of the
companies are forward-looking statements that involve
various risks and uncertainties. Although Ursa and Prophecy
believe the expectations expressed in such forward-looking
statements are based on reasonable assumptions, such
statements are not guarantees of future performance and
actual results or developments may differ materially from
those in the forward-looking statements. Forward-looking
statements are based on a number of material factors and
assumptions. Factors that could cause actual results to
differ materially from those in forward-looking statements
include unsuccessful exploration results, changes in
project parameters as plans continue to be refined, results
of future resource estimates, future metal prices,
availability of capital and financing on acceptable terms,
general economic, market or business conditions, uninsured
risks, regulatory changes, defects in title, availability
of personnel, materials and equipment on a timely basis,
accidents or equipment breakdowns, delays in receiving
government approvals, unanticipated environmental impacts
on operations and costs to remedy same, and other
exploration or other risks detailed herein and from time to
time in the filings made by the companies with securities
regulators. Readers are cautioned that mineral resources
that are not mineral reserves do not have demonstrated
economic viability. Mineral exploration and development of
mines is an inherently risky business. Accordingly the
actual events may differ materially from those projected in
the forward-looking statements. For more information on
Ursa and Prophecy and the risks and challenges of their
businesses, investors should review their annual filings
that are available at www.sedar.com.
Neither the TSX nor its Regulation Services Provider (as
that term is defined in the policies of the TSX) accepts
responsibility for the adequacy or accuracy of this
release.
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