Noranda Inc.

Noranda Inc.
Falconbridge Limited

Falconbridge Limited

May 06, 2005 07:00 ET

Noranda Bid Receives 78% Support from Falconbridge Shareholders






MAY 6, 2005 - 07:00 ET

Noranda Bid Receives 78% Support from Falconbridge

TORONTO, ONTARIO--(CCNMatthews - May 6, 2005) -

Noranda to Take Up Remaining Falconbridge Common Shares

Noranda Inc. ("Noranda") (TSX:NRD.LV)(NYSE:NRD) and Falconbridge Limited
("Falconbridge") (TSX:FL) today reported the results of the offer to
acquire the common shares of Falconbridge not already owned by Noranda
(the "Offer"), the second step of an all-encompassing plan to combine
Noranda and Falconbridge and create one of North America's leading
base-metals companies.

Noranda confirmed that 58,476,589 Falconbridge common shares were
validly deposited under the Offer, representing 78% of the shares held
by minority shareholders. Noranda confirmed that all conditions to the
Offer have been met and that it will take up all shares validly
deposited, increasing its ownership to 164,235,689, or approximately
91%, of the outstanding Falconbridge Common Shares.

Number of % of Outstanding
Shares Falconbridge
Common Shares
Noranda ownership before the Offer 105,759,100 58.5

"We are excited to have received shareholder approval to proceed with
the merger," said Derek Pannell, Chief Executive Officer of Noranda.
"The merging of Noranda and Falconbridge creates a stronger platform
upon which to sustain and grow our base-metal assets. With an attractive
pipeline of projects, expanded operations and a simplified corporate
structure, NorandaFalconbridge is now even better positioned to deliver
value in this strong commodity market."

Under the terms of the Offer dated March 24, 2005, Noranda offered to
purchase all of the outstanding common shares of Falconbridge
("Falconbridge Common Shares") not already owned by Noranda or its
affiliates on the basis of 1.77 common shares of Noranda ("Noranda
Common Shares") for each Falconbridge Common Share. The Offer expired at
8:00 p.m. (Toronto time) on May 5, 2005.

Fractional Noranda Common Shares will not be issued in connection with
the Offer. Instead of receiving a fractional Noranda Common Share,
Falconbridge shareholders will receive a cash payment equal to such
fraction multiplied by the closing price of the Noranda Common Shares on
the Toronto Stock Exchange on May 6, 2005. Payment for fractional
Noranda Common Shares issuable under the Offer will be made by Noranda
to the depositary, as agent for the depositing shareholders, on or
before May 11, 2005. The depositary will issue and mail share
certificates and cheques, as applicable, as soon as practicable
thereafter. Return of shares not purchased because of invalid deposit
will be made as soon as practicable.

Noranda intends to proceed to acquire any remaining Common Shares not
tendered to the Offer. Noranda expects this process to be completed by
the end of August, 2005.

Upon final completion of Noranda's combination with Falconbridge,
Brascan will own 74,423,504 common shares of NorandaFalconbridge,
reducing its position to approximately 20%.

Noranda Inc. is a leading copper and nickel company with investments in
fully-integrated zinc and aluminum assets. Its primary focus is the
identification and development of world-class copper and nickel mining
deposits. It employs 16,000 people at its operations and offices in 18
countries. Noranda's common shares are listed on The New York Stock
Exchange (NRD) and the Toronto Stock Exchange (NRD.LV). Noranda's
website can be found at

Falconbridge Limited is a leading low-cost producer of nickel, copper,
cobalt and platinum group metals. It is also one of the world's largest
recyclers and processors of metal-bearing materials. Falconbridge's
common shares are listed on the Toronto Stock Exchange under the symbol
FL. Falconbridge's website can be found at

Note: This press release may contain "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. The
words "believe", "expect", "anticipate", "intend", "estimate" and other
expressions which are predictions of or indicate future events and
trends and which do not relate to historical matters identify forward
looking statements. Reliance should not be placed on forward-looking
statements because they involve known and unknown risks, uncertainties
and other factors, which may cause the actual results, performance or
achievements of Noranda or Falconbridge, as applicable, to differ
materially from anticipated future results, performance or achievement
expressed or implied by such forward-looking statements. Factors that
could cause actual results to differ materially from those set forward
in the forward-looking statements include general economic conditions,
interest rates, availability of equity and debt financing and other
risks detailed from time to time in the companies' Annual Reports and
40-F filed with the Securities and Exchange Commission. Neither Noranda
nor Falconbridge undertakes any obligation to publicly update or revise
any forward looking statements, whether as a result of new information,
future events or otherwise.


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