Potash North Announces Receipt of Interim Order
March 11 2009 - 4:45PM
Marketwired
Potash North Resource Corporation ("Potash North") (TSX VENTURE:
PON) today announced that it has obtained an interim order from the
Supreme Court of British Columbia approving various matters in
connection with the special meeting of Potash North shareholders to
consider the proposed arrangement transaction with Potash One Inc.
(TSX: KCL), including the mailing of the notice of special meeting
of shareholders, the management proxy circular, the form of proxy
and the letter of transmittal.
Potash North intends to complete the mailing of the notice of
special meeting of shareholders, the management proxy circular, the
form of proxy and the letter of transmittal to its shareholders on
or about March 13, 2009. In addition, the foregoing meeting
materials will be available on Potash North's website at
www.potashnorth.com and the website maintained by the Canadian
Securities Administrators at www.sedar.com.
The special meeting of shareholders will be held at the offices
of Farris, Vaughan, Wills & Murphy LLP, 25th Floor, 700 West
Georgia Street, Vancouver, British Columbia, on Thursday, April 9,
2009 at 2:00 p.m. (Vancouver time). If the proposed arrangement
transaction is approved by at least 66 2/3% of the votes cast at
the special meeting by shareholders present in person, or
represented by proxy, then a final hearing on the arrangement will
be sought from the Supreme Court of British Columbia on or about
April 14, 2009. Assuming all other conditions are satisfied or
waived, the arrangement is expected to close on or about April 16,
2009.
Cautionary Statements Regarding the Business Combination:
Completion of the transaction is subject to a number of conditions,
including shareholder approval and approval of the British Columbia
Supreme Court. There can be no assurance that the transaction will
be completed as proposed or at all. Investors are cautioned that,
except as disclosed in the Management Proxy Circular to be mailed
in connection with the transaction, any information released or
received with respect to the business combination may not be
accurate or complete and should not be relied upon. Trading in the
securities of exploration and development stage resource companies
should be considered highly speculative.
Forward-Looking Statements: Statements in this release that are
forward-looking statements are subject to various risks and
uncertainties concerning the specific factors disclosed under the
heading "Risk Factors" and elsewhere in the company's periodic
filings with Canadian Securities Administrators. Such information
contained herein represents management's best judgment as of the
date hereof based on information currently available. Statements in
this press release other than purely historical information,
including statements relating to the companies' future plans and
objectives or expected results, constitute forward-looking
statements. Forward looking statements are based on numerous
assumptions and are subject to all of the risks and uncertainties
inherent in the company's business, including risks inherent in
mineral exploration and development. The company does not assume
the obligation to update any forward-looking statement. In
particular, no representation is made in this release as to the
timing of the business combination, whether the business
combination will complete on the terms described herein or at all,
the success or value of the combined companies after the business
combination. In addition, there are numerous risks and other
factors that will influence a development decision, including
concluding resource evaluations on mineral properties, mine design
limitations, permitting risks and economic factors, all of which
may be beyond our control.
U.S. Cautionary Statements:
We advise US investors that while the terms "measured
resources", "indicated resources" and "inferred resources" are
recognized and required by Canadian regulations, the US Securities
and Exchange Commission does not recognize these terms. US
investors are cautioned not to assume that any part or all of the
material in these categories will ever be converted into
reserves.
The Potash One Inc. shares to be issued in connection with the
Business Combination have not been and will not be registered under
the United States Securities Act of 1933, as amended (the "U.S.
Securities Act") or the laws of any state or other jurisdiction of
the United States and will be issued in reliance on an exemption
from the registration requirements of the U.S. Securities Act
provided by Section 3(a)(10) thereof. Neither the U.S. Securities
and Exchange Commission nor any state securities commission in the
United States has approved or disapproved of the Potash One Shares
or passed upon the accuracy or adequacy of this document and any
representation to the contrary is a criminal offence in the United
States.
TSX Venture Exchange: The TSX Venture Exchange has not reviewed,
nor does it accept, responsibility for the adequacy or accuracy of
this release.
Contacts: Potash North Resource Corporation Craig Angus
President & CEO (604) 697-6262 Website: www.potashnorth.com
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