URSA Major Minerals Incorporated
TSX : UMJ

URSA Major Minerals Incorporated

January 31, 2011 16:37 ET

URSA Major Minerals Closes Brokered Private Placement for $2,471,820

TORONTO, ONTARIO--(Marketwire - Jan. 31, 2011) -

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO ANY U.S. NEWSWIRE SERVICE OR FOR DISSEMINATION IN THE UNITED STATES.

URSA Major Minerals Incorporated ("URSA Major" or the "Company") (TSX:UMJ) is pleased to announce that it has closed its offering of 7,500,000 flow-through common shares of the Company ("FT Common Shares") at a price of $0.20 per FT Common Share for gross proceeds of $1,500,000, and 5,399,000 units (the "Units", and together with the FT Common Shares, the "Offered Securities") at a price of $0.18 per Unit for gross proceeds of $971,820, for total aggregate gross proceeds of $2,471,820 (the "Offering"). Each Unit will consist of one common share of the Company (the "Common Share") and one half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder to acquire one Common Share at a price of $0.24 per share for the first year following the closing date, and $0.30 per share for the second year following the closing date.

As detailed in the Company's press release of 9:00am, January 31, 2011, Loewen, Ondaatje, McCutcheon Limited (the "Agent") agreed to act as agent for and on behalf of the Company, on a best efforts agency basis with respect to the Offering, pursuant to which they received an aggregate cash commission of 7% of the gross proceeds raised in the Offering, as well as such number of broker warrants (the "Broker Warrants") as is equal to 7% of the aggregate number of Offered Securities issued pursuant to the Offering. Each Broker Warrant shall be exercisable to acquire one Common Share (a "Broker Share") at a price of $0.19 per Broker Share for a period of 24 months from the closing date.

Any securities issued are subject to a hold period of four months from the closing date in accordance with the rules and policies of the Toronto Stock Exchange and applicable Canadian securities laws and such other further restrictions as may apply under foreign securities laws. The proceeds of the offering will be used for continuing exploration on the Company's existing properties and general administrative expenses.

URSA Major has scheduled a special meeting of shareholders for March 3, 2011, in response to a requisition for a shareholder meeting received from Inspiration Mining Corporation ("ISM") dated October 29, 2010. ISM, according to their press release dated January 27, 2011, was a 19.7% shareholder in URSA Major (based on the number of issued and outstanding shares of URSA Major prior to completion of the Offering) and is now a 16.467% shareholder in URSA Major (based on the number of issued and outstanding shares of URSA Major after completion of the Offering). ISM requisitioned the meeting for the purpose of "the election of a board of directors as proposed by [ISM]." ISM has delivered a notice of application to URSA Major advising that ISM will be bringing an application in the Ontario Superior Court of Justice (Commercial List) under sections 106(i) and 248 of the Business Corporations Act, Ontario seeking a declaration that the private placement be reversed. URSA Major intends to vigorously defend its position.

About URSA Major Minerals Incorporated

URSA Major is a Canadian mining company with two nickel sulphide projects containing significant NI43-101 compliant nickel and copper reserves and resources. The Company is focused on demonstrating profitable operations at the Shakespeare Mine and growing its nickel, copper and platinum group metal (PGM) deposits through exploration and development, primarily in Ontario, Canada.

This release was prepared by management of the Company who takes full responsibility for its contents.

Some statements contained in this release are forward-looking and, therefore, involve uncertainties or risks that could cause actual results to differ materially. Such forward-looking statements include comments regarding mining and milling operations, mineral resource statements and exploration program performance. Factors that could cause actual results to differ materially include metal price volatility, economic and political events affecting metal supply and demand, fluctuations in mineralization grade, geological, technical, mining or processing problems, exploration programs and future results of exploration programs, future profitability and production.

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

Contact Information

  • URSA Major Minerals Incorporated
    Dr. Richard Sutcliffe
    President & CEO
    416-864-0615
    or
    URSA Major Minerals Incorporated
    Alison Tullis
    Investor Relations Manager
    416-864-0615
    atullis@bellnet.ca
    www.ursamajorminerals.com