NORDEX EXPLOSIVES LTD.
TSX VENTURE : NXX

NORDEX EXPLOSIVES LTD.

June 06, 2006 13:55 ET

Nordex Announces Voting Results at Annual and Special Meeting of Shareholders

MISSISSAUGA, ONTARIO--(CCNMatthews - June 6, 2006) -

Not for U.S. Distribution

NORDEX EXPOSIVES LTD. (TSX VENTURE:NXX) (the "Company") announces that at the Annual and Special Meeting of Shareholders held on May 19, 2006 (the "Meeting") Messrs. Andrew Timothy Peterson, Bruce J. Forth, John Kozak and Jules S.P. Roy were re-elected to the Board of Directors of the Company, and that Mr. Bruce R. Bent was elected as a new Director. The Board has re-appointed Mr. Kozak as President and Chief Executive Officer, Mr. Forth as Secretary and Mr. Peterson to act in the capacity of Chief Financial Officer of the Company. Mr. James Taylor has been appointed by the Board as Chief Operating Officer of the Company.

Shareholders also approved the appointment of N. R. McLeod as the auditor for the Company.

At the Meeting, Shareholders approved a resolution authorizing the Board of Directors of the Company, subject to regulatory approval, to proceed with private placement financings including issuance of common shares, warrants, convertible debentures and other instruments resulting in the issuance or reservation for issuance of up to 5,000,000 common shares of the Company during the period ending one year from the date of the annual and special meeting of the shareholders or until the next annual and special meeting of shareholders, whichever is earlier. At this time, the Board has not made any decision as to whether it will be necessary or desirable for the Company to proceed with any private placement financings during the current fiscal year.

The Company has a Stock Option Plan (the "Existing Stock Option Plan") that was approved by shareholders on June 15, 2001. The Existing Stock Option Plan is a "fixed" plan under which allows the granting of stock options to directors, employees, management and consultants up to an aggregate amount of 325,000 options. Under the Existing Stock Option Plan, options granted vest at a rate of 1/3 in each of the first three years of their life. The exercise price of each option is based on the closing market price of the Company's common shares on the day the options were issued. As of December 31, 2005, there were 295,000 options outstanding, of which 170,000 were exercisable. No options have been issued under the Existing Stock Option Plan since December 31, 2005.

At the Meeting, Shareholders were asked to approve a new Stock Option Plan (the "New Stock Option Plan") which would be a "rolling" plan under which up to 10% of the issued and outstanding common shares of the Company from time to time, subject to adjustment in certain circumstances may be issued. The purpose of the New Stock Option Plan was to develop the interest of bona fide officers, directors, employees, management company employees and consultants of the Company in the growth and development of the Company by providing them with the opportunity through stock options to acquire an increased proprietary interest in the Company. Under the terms of the New Stock Option Plan, outstanding options issued under the Existing Stock Option Plan would have been deemed to have been issued under the New Stock Option Plan. TSX Venture Exchange policy requires that a rolling stock option plan be approved by the shareholders of the Company at each annual general meeting.

At the Meeting, after tabulation of the votes cast with respect to the New Stock Option Plan by Shareholders in attendance and proxy holders, it was announced that the New Stock Option Plan had been approved by Shareholders. Subsequent to the Meeting, a review of the tabulation of votes cast and proxies received by Computershare, the Scrutineers of the Meeting, determined that in fact, Shareholders voted against the implementation of the New Stock Option Plan by a margin of 50.04% Against and 49.96%In Favour.

The Board of Directors of the Company has reviewed documentation provided to it by Computershare, and satisfied itself that the Final Scrutineers Report submitted to the Company by Computershare accurately reflects the votes cast both in favour of and against the implementation of the New Stock Option Plan. Accordingly, the Board of Directors has determined that Shareholders have voted against the implementation of the New Stock Option Plan, and that the Existing Stock Option Plan of the Company will therefore remain in full force and effect.

ABOUT THE COMPANY: LES EXPLOSIFS NORDEX LTEE./NORDEX EXPLOSIVES LTD. is a Canadian based business incorporated under the laws of the Province of Quebec on August 4, 1970. Nordex trades on the TSX Venture Exchange under the symbol "NXX". The Company manufactures and distributes explosives for the mining, quarry and road construction industries from its manufacturing operations in Dane, Ontario, a small town near Kirkland Lake, Ontario. The Company continues to maintain its manufacturing explosives licence in good standing and is researching the possibility of expanding production and offering new explosive products and services for the mining, quarry and road construction industries.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release

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