Freewest Shareholders Approve Arrangement with Cliffs Natural Resources Inc.
January 25 2010 - 10:44AM
Marketwired
Freewest Resources Canada Inc. (TSX VENTURE: FWR) announces that
its shareholders approved a previously-announced Arrangement with
Cliffs Natural Resources Inc. (NYSE: CLF)(PARIS: CLF) at a special
meeting of Freewest shareholders held today in Montreal. Of a total
of 159,808,069 Freewest shares voted, 131,247,614 shares (82.13%)
were voted in favour of the Arrangement with Cliffs while
28,560,455 shares (17.87%) were voted against.
The Arrangement was also approved by a majority of the votes
cast by Freewest shareholders, excluding the votes cast by
Mackenzie I. Watson and Ronny Kay, two of Freewest's executive
officers and directors, as required by applicable Canadian
securities legislation.
The Arrangement with Cliffs provides that Freewest shareholders
will receive, for each Freewest share, a fixed amount of CDN$1.00
in Cliffs shares, based on a five-day volume weighted average
trading price of Cliffs' shares on the New York Stock Exchange. If,
as expected, the effective date of the Arrangement is January 27,
the volume weighted average trading price of Cliffs' shares on the
New York Stock Exchange for the relevant five-day period, from
January 15 to January 22, as converted into Canadian dollars, is
$49.70. As a result, Freewest shareholders will receive 0.0201 of a
Cliffs share for each Freewest share, or approximately 20 Cliffs
shares for every 1,000 Freewest shares.
As previously announced, Freewest will apply to the Ontario
Superior Court of Justice (Commercial List) for a final order in
respect of the Arrangement tomorrow, January 26. If the final order
is granted by the Court, it is expected that the Arrangement will
become effective on Wednesday, January 27. Freewest expects that
its shares will be delisted from the TSX Venture Exchange shortly
thereafter.
"We are very pleased that our shareholders approved the
Arrangement with Cliffs with a strong majority," said Mackenzie I.
Watson, President and Chief Executive Officer of Freewest. "We look
forward to completing the transaction with Cliffs later this
week".
About Freewest
Freewest is a mineral exploration company actively exploring for
gold, base-metals and chromite within eastern Canada. Corporate
information can be accessed on the Internet at www.freewest.com.
Freewest's shares are listed on Tier 1 of the TSX Venture Exchange
under the symbol FWR.
About Cliffs Natural Resources Inc.
Cliffs Natural Resources (NYSE: CLF)(PARIS: CLF) is an
international mining and natural resources company. It is the
largest producer of iron ore pellets in North America, a major
supplier of direct-shipping lump and fines iron ore out of
Australia and a significant producer of metallurgical coal. With
core values of environmental and capital stewardship, Cliffs'
colleagues across the globe endeavor to provide all stakeholders
operating and financial transparency as embodied in the Global
Reporting Initiative (GRI) framework. Cliffs is organized through
three geographic business units:
The North American business unit is comprised of six iron ore
mines owned or managed in Michigan, Minnesota and Eastern Canada,
and two coking coal mining complexes located in West Virginia and
Alabama. The Asia Pacific business unit is comprised of two iron
ore mining complexes in Western Australia and a 45% economic
interest in a coking and thermal coal mine in Queensland,
Australia. The South American business unit includes a 30% interest
in the Amapa Project, an iron ore project in the state of Amapa in
Brazil.
Over recent years, Cliffs has been executing a strategy designed
to achieve scale in the mining industry and focused on serving the
world's largest and fastest growing steel markets.
Forward-Looking Statements
This news release contains statements that constitute
"forward-looking information" or "forward-looking statements"
within the meaning of applicable securities legislation. This
forward-looking information is subject to numerous risks and
uncertainties, certain of which are beyond the control of Freewest
Resources Canada Inc. ("Freewest"). Actual results or achievements
may differ materially from those expressed in, or implied by, this
forward-looking information. No assurance can be given that any
events anticipated by the forward-looking information will
transpire or occur, or if any of them do so, what benefits that
Freewest will derive therefrom. In particular, no assurance can be
given as to whether the proposed plan of arrangement with Cliffs
Natural Resources Inc. will be completed. Forward-looking
information is based on the estimates and opinions of Freewest's
management at the time the information is released and Freewest
does not undertake any obligation to update publicly or to revise
any of the forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required
by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Contacts: Freewest Resources Canada Inc. Mackenzie I. Watson
President and CEO (514) 878-3551 or 1-888-878-3551 (514) 878-4427
(FAX) info@freewest.com www.freewest.com
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