Welcome To The Inspiration Mining HUB On AGORACOM

The company is exploring for nickel deposits on its Langmuir property near Timmins, Ontario; for nickel-gold-copper on its Cleaver and Douglas properties; and for molybdenum and rare earth elements at recently acquired Desrosiers property.

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Message: A fine slate Randy hangs with!

2011-06-20 11:34 ET - News Release

Mr. Amar Bhalla reports

URSA MAJOR URGES SHAREHOLDERS TO VOTE THEIR BLUE PROXY TO PROTECT THEIR INVESTMENT AND UNDERSCORES THE DISSIDENTS' LACK OF SUITABILITY; VOTE THE BLUE PROXY TODAY

Ursa Major Minerals Inc.'s special committee of the board of directors is assuring shareholders that the current board and management of Ursa Major is dedicated to growing shareholder value despite attempts by Inspiration Mining Corp. and Forbes & Manhattan Inc. to take over the company.

The management team and board of directors have achieved a number of important milestones, including profitable production at the Shakespeare mine, an improved financial position and a significantly strengthened balance sheet supporting expanded exploration. Their dedicated efforts are paying off and the vision to grow Ursa Major into a profitable mid-tier nickel producer through successful exploration, increased metal production and project acquisition will be achieved.

Shareholders of Ursa Major are encouraged to vote the blue proxy to support the current board of directors. It is a fact that Ursa Major's share price has improved by more than 260 per cent since January, 2009, while share prices for many comparable companies associated with the dissidents have significantly declined in the same period.

Since January, 2009:

  • Nickel explorer Inspiration Mining, under the management of dissident nominee Randy Miller, is down 66 per cent.
  • Former Forbes and Manhattan nickel miner Crowflight Minerals, managed from 2009 to 2010 by dissident nominee Mark Trevisiol, is down 50 per cent.
  • Forbes and Manhattan gold miner Alexis Minerals, under the chairmanship of dissident Stan Bharti, is down 78 per cent (even in a rising gold market).
  • Northern Financial, managed by dissident nominee Vic Alboini, is down 56 per cent.

Ursa Major's board is concerned that the dissidents are more concerned with making pejorative statements about the relative performance of Ursa Major than providing returns for their own shareholders and the implications this would have for Ursa Major shareholders. Ursa Major's current management has demonstrated profitable operations at the Shakespeare mine since they brought the project to commercial production in June, 2010. The Shakespeare mine is currently the only profitable junior nickel mining operation in Canada. In contrast, Mr. Trevisiol, dissident nominee, failed to deliver profitable results at Liberty Nickel from 2008 to 2009 and at Crowflight's Bucko nickel mine from 2009 to 2010. In fact, he resigned from both of these companies, leaving them in poor financial condition with an unserviceable debt load and walked away with a significant severance payment. Mr. Miller, dissident nominee, has failed to advance Inspiration Mining's Langmuir nickel deposit to the feasibility stage. The dissident group is making an opportunistic attack on Ursa Major's profitable and growing operations in an attempt to salvage their own unsuccessful performances.

Ursa Major has a strong independent board and reasonable compensation practices. On the other hand, the dissidents engage in poor governance and compensation.

  • Mr. Bharti, Forbes & Manhattan principal and dissident proponent, received $12-million in cash and stock option compensation from 19 of more than 30 boards of which he is either director or chairman. These payments come from salaries, financing bonus arrangements, stock compensation and even royalties from companies like Alexis Minerals.
  • Mr. Miller, dissident nominee and Inspiration Mining's chief executive officer, compensated himself in 2010 with a salary of $884,500 while his share price continued to decline. He made no material progress on the company's mineral assets and yet awarded himself with an outrageous severance package of six times his annual salary.
  • Accepting these practices of the dissident nominees into Ursa Major's currently sound operations could have serious negative implications for shareholder value.
  • The dissidents are offering a zero-premium takeover bid. The dissidents want to control the company with their minority shareholding without paying a premium to all shareholders.
  • The dissidents have failed to address the current board's key concerns about the serious deficiencies of their slate. The dissident group has repeatedly demonstrated a lack of suitability to run the company.

Institutional Shareholder Services has recommended that shareholders of Ursa Major vote for the current board nominees at the coming annual and special meeting of shareholders. ISS is a leading independent and international firm focusing on corporate-governance analysis and proxy voting, whose recommendations assist shareholders in making decisions regarding proxy voting.

Shareholders must vote their blue form of proxy before the deadline on Tuesday, June 21, 2011, at 5 p.m. (ET), to continue the momentum that the current board of directors has built and realize the future rewards. Voting your blue form of proxy now will override any previously voted dissident proxy and help protect your investment in Ursa Major. The meeting date and time is June 23, 2011, at 4 p.m. (ET).

Shareholders who require assistance voting their blue proxy should contact Kingsdale Shareholder Services Inc. at 1-866-851-2743.

We seek Safe Harbor.

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