TORONTO, ONTARIO--(Marketwire - Feb. 27, 2009) - Forsys Metals Corp ("Forsys") (TSX:FSY)(FRANKFURT:F2T)(NSX:FSY) is pleased to announce that at a special meeting held today, Forsys' shareholders, optionholders and warrantholders approved the previously announced plan of arrangement (the "Arrangement") which, when implemented, will involve the acquisition (the "Transaction") by George Forrest International Afrique S.P.R.L. (or its nominee) of all the issued and outstanding common shares of Forsys at a price of CAD$7.00 per share in cash and all of Forsys' outstanding "in-the-money" options and warrants for their "in-the-money" value pursuant to the Arrangement. The final certified results of the vote are as follows:
(a) 99.96% of common shares voted in favour of the Arrangement, 0.04% voted against. A total of 23,095,959 votes were cast, representing 29.93% of eligible outstanding common shares.
(b) 97.83% of eligible options voted in favour of the Arrangement. A total of 5,413,000 votes were cast, representing all outstanding options.
(c) 100% of warrants voted in favour of the Arrangement. A total of 7,500,000 votes were cast, representing all outstanding warrants.
These totals exceed the required two-thirds of the votes cast on the arrangement resolution by shareholders present in person or represented by proxy at the special meeting, and shareholders, optionholders and warrantholders present in person or represented by proxy at the special meeting voting together. As previously announced, the Arrangement will be submitted to the Ontario Superior Court of Justice (Commercial List) for a final order of approval on March 3, 2009. No registered shareholders exercised dissent rights with respect to the proposed Arrangement.
The closing of the Transaction is expected to occur after the satisfaction and/or waiver of all conditions precedent to the Arrangement, which is currently expected to occur on or about March 12, 2009 but no later than March 18, 2009.
About Forsys Metals Corp
Forsys Metals Corp is an emerging uranium producer in Namibia with 100% ownership in the Valencia Uranium Deposit, for which Mining Licence ML149 was received in August 2008. The Company also has an extensive portfolio of uranium exploration projects totaling over 252,000 ha located in Namibia, Africa a politically-stable, mining friendly jurisdiction.
About George Forrest International SA
The Forrest Group is a private industrial conglomerate founded in 1922 in what is now the Democratic Republic of Congo. The Forrest Group is one of the country's largest enterprises with businesses spanning civil engineering, mining, manufacturing and construction and operations in Africa, Europe and the Middle East. With the recent expansion of Forrest International into the Namibian market, George Forrest, President of the Forrest Group, stated "Namibia, in my view, is a country with a very positive future for economic growth and represents a very good return on investment." Forrest also noted that he was very impressed with the Namibian infrastructure and the regulatory environmental standards.
About Namibia
Namibia is located on the west coast of Africa, bordered by Angola and Zambia to the north, Botswana to the east, and South Africa to the south. The population of Namibia is estimated at just over two million people, with the capital located in Windhoek. The climate is dry with sparse rainfall during the rainy season. At present, 20% of the annual GDP comes directly from mining; Namibia is the fifth largest producer of uranium in the world.
On Behalf of the Board of Directors of Forsys Metals Corp
Duane Parnham, President and CEO
For further information visit our website at
www.forsysmetals.com Sedar Profile
#00008536.
Forward-Looking Information
This news release contains projections and forward looking information that involve various risks and uncertainties regarding future events. Such forward looking information can include without limitation statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance of the Corporation. These risks and uncertainties could cause actual results and the Corporation's plans and objectives to differ materially from those expressed in the forward looking information. Actual results and future events could differ materially from anticipated in such information. These and all subsequent written and oral forward looking information are based on estimates and opinions of management on the dates they are made and expressed qualified in their entirety by this notice. The Corporation assumes no obligation to update forward looking information should circumstances or management's estimates or opinions change.
Footnote:
The number of Forsys shares currently outstanding is 77,685,231. Given the number of options and warrants that are currently in issue, Forsys' share capital amounts to 91,273,231 shares on a fully diluted basis.
Shares Outstanding: 77,685,231
The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
"Das Reich der Freiheit beginnt in der Tat erst da, wo das Arbeiten, das durch Not und äußere Zweckmäßigkeit bestimmt ist, aufhört."
(Karl Marx)
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