Strategic Metals Ltd.
TSX VENTURE : SMD

Strategic Metals Ltd.

June 27, 2008 15:50 ET

Strategic Metals Ltd. Announces Shareholder Approval for and Anticipated Completion of Plan of Arrangement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 27, 2008) - Strategic Metals Ltd. (TSX VENTURE:SMD) ("Strategic") announces that at its May 26, 2008 Special General Meeting, shareholders of Strategic approved the Plan of Arrangement (the "Arrangement") with Zinccorp Resources Inc. ("Zinccorp"), pursuant to which Strategic will distribute to its own shareholders pro rata certain of the Zinccorp common shares and Zinccorp share purchase warrants that it has acquired, on the basis of one Zinccorp common share and one Zinccorp share purchase warrant to be distributed for each four (4) common shares of Strategic held. The Zinccorp common shares and Zinccorp share purchase warrants will be distributed to persons who are shareholders of Strategic at the close of business (Vancouver time) on July 9, 2008 (the "Share Distribution Record Date").

Strategic has filed the Plan of Arrangement documents with the Supreme Court of British Columbia and has obtained its final approval for the Arrangement. The Court approved documents will now be filed with the BC Registrar of Companies to complete the Arrangement. Upon completion (expected to be as of the close of business (Vancouver time) on July 9, 2008), Zinccorp will be listed on the TSX Venture Exchange (the "Exchange") and the Zinccorp common shares and Zinccorp share purchase warrants, which will be free from trading restrictions, will be distributed to the holders of Strategic common shares on the Share Distribution Record Date. It is expected that on July 10, 2008, Zinccorp will be posted for trading on the Exchange under the symbol "ZN".

Based on the issued common shares of Strategic on the Share Distribution Record Date, each four (4) Strategic common shares held on the Share Distribution Record Date will represent the right to receive one Zinccorp common share and one Zinccorp share purchase warrant. Shareholders are not required to do anything to obtain the Zinccorp common shares or Zinccorp share purchase warrants, as they will be distributed pursuant to the shareholders' list maintained by Strategic's registrar and transfer agent, Pacific Corporate Trust Company, dated as of the Share Distribution Record Date.

Following the distribution of the Zinccorp common shares and Zinccorp share purchase warrants, shareholders will need to allocate the cost base of their Strategic common shares before the Arrangement between the Strategic common shares held as of the completion of the Arrangement and the Zinccorp common shares and Zinccorp share purchase warrants that they receive under the Arrangement, essentially in proportion to the relative fair market values of the Strategic common shares held and the Zinccorp common shares and Zinccorp share purchase warrants so received (Shareholders should refer to the Income Tax disclosure in Strategic's Management Information Circular distributed in connection with the Special General Meeting, and consult with their tax advisers).

After the completion of the Arrangement, either or both of the number of Strategic shares that may be purchased pursuant to the exercise of Strategic warrants and options, or the price at which Strategic shares may be purchased, will be adjusted as determined by Strategic's Board of Directors (the "Board"). The Board has determined that the exercise price of the outstanding Strategic warrants and options from the Effective Date of the Arrangement will be adjusted downward to reflect the value of the Zinccorp common shares and Zinccorp share purchase warrants that the holders of the Strategic warrants and options would have received had they exercised their warrants or options before the Effective Date. Notice of any adjustment in the exercise price of the Strategic warrants or options will be given to the holders within 30 days of the Effective Date of the Arrangement.

Zinccorp after completion of the Arrangement

Following the completion of the Arrangement, Zinccorp will be a reporting issuer the shares of which will be listed on the Exchange, the shareholders of which will be Strategic, the holders of Strategic shares on the Share Distribution Record Date and the other holders of Zinccorp shares who subscribed for seed shares in Zinccorp prior to the Effective Date of the Arrangement. Zinccorp will hold certain mineral properties in the Yukon Territory which it acquired from Strategic, it will have 31,352,221 shares issued and outstanding, and will have approximately $700,000 in working capital.

This press release contains forward-looking statements concerning Zinccorp Resources Inc. These forward-looking statements are based upon the reasonable beliefs of Strategic and its management as of the date of this news release; however, forward-looking statements involve risks and uncertainties and are based upon factors that may change and assumptions that may prove, with the passage of time, to be incorrect as a result of exploration and other risk factors associated with mineral exploration and development that are beyond the control of Strategic. Accordingly, undue reliance should not be placed upon such statements. If factors materially change or assumptions are materially incorrect, the actual results, performance or achievements of Strategic may be materially different from any future results, performances or achievements expressed or implied by such forward-looking statements. Strategic does not undertake any obligation to update or revise any forward-looking statements to reflect new information, future events or otherwise, except as required by applicable law.

For further information concerning Strategic Metals Ltd. or its various exploration projects please visit our website at www.strategicmetalsltd.com.

STRATEGIC METALS LTD.

Robert C. Carne, President

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy of this news release.

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