Forbes & Manhattan and Inspiration Mining Seek Support For New Board At URSA Major Minerals

TORONTO, June 7, 2011 /CNW/ - Forbes & Manhattan, Inc., a merchant bank with a highly successful track record of investing and building value in resource companies, and Inspiration Mining Corporation, a nickel mining exploration company and URSA Major's largest shareholder (the "Concerned Shareholders" or "we"), today filed a proxy circular (the "Dissident Circular") seeking the support of shareholders of URSA Major Minerals Incorporated for the election of a new Board of Directors at the Annual and Special Meeting of URSA Major shareholders to be held on June 23, 2011 (the "Meeting").

URSA Major shareholders should be receiving shortly the Dissident Circular and YELLOW form of proxy, which are also available on the System for Electronic Document Analysis and Retrieval (SEDAR) under URSA Major's profile at www.sedar.com. The Concerned Shareholders urge URSA Major shareholders to vote for change using the YELLOW form of proxy.

URSA Major Share Price Trailing Index by Over 600%

"URSA Major's share price has fallen more than 92% over the last seven years, while the S&P/TSX Capped Diversified Metals & Mining Index has increased over 523% in the same period," said George Faught, Chief Operating Officer of Forbes & Manhattan. "Following our discussions over the past year with the current directors and management of URSA Major, we do not have confidence in their ability to increase shareholder value. The election of a new Board of Directors is a necessary first step to increasing shareholder value."

Concerned Shareholder's Lack of Confidence in Current URSA Directors

In addition to poor stock price performance, the basis for the Concerned Shareholders' lack of confidence in the current directors and management of URSA Major is as follows:

• Need for Improved Operating Performance - URSA Major management has failed to meet its production targets, and has shown an inability to control costs. The Concerned Shareholders believe that the current directors are not taking the important operational steps required to improve operating efficiency and enhance profitability of URSA Major, nor do they have the desire or the experience to make these necessary changes. We have had discussions with the current directors and URSA Major management to encourage the implementation of these operational steps, but it is clear to us that the current team does not have the desire nor the experience to make these necessary changes. In particular, our concerns regarding leadership, strategic direction and operational issues within URSA Major have not been addressed, and URSA Major has rejected our request for representation of both Forbes & Manhattan and Inspiration Mining on the URSA Major Board of Directors following a proposed investment in URSA Major by Forbes & Manhattan.
  
  
• Development of a Growth Strategy - The current team at URSA Major has failed to establish a coherent strategy to build value for shareholders. URSA Major needs a growth strategy to achieve organic growth in its production and exploration operations, followed by growth by acquisition of complementary resource companies or near-term production properties but only after the value of URSA Major has increased. The Forbes & Manhattan team has the experience and capital markets support to develop and execute such a strategy.
  
  
• Sale of URSA Major is Premature - On May 9, 2011, the current directors of URSA Major announced that they had formed a special committee to consider strategic alternatives, which typically involves the sale of a company. In the view of the Concerned Shareholders, a sale of URSA Major at the moment is premature, and a sale at the current stock price amounts to a concession by the current Board of Directors that it is unable to build value. Instead, the Concerned Shareholders believe that pursuing a strategy to improve operating performance and build value will result in the optimal outcome for URSA Major shareholders.
  
  
• Excessive Dilution - Since December 2007, URSA Major has completed seven equity financings, contributing to an increase in the number of URSA Major shares outstanding by over 155%. In the view of the Concerned Shareholders, the current directors and management have been unable to effectively deploy the capital raised in these financings to build value and drive URSA Major's share price.
  
  
• Lack of Alignment with Shareholders - Other than Mr. Keeheum Shin, who is a director nominee of both the Concerned Shareholders and URSA Major management, and Mr. Ross Arnold, a current director of URSA Major, the current directors and officers of URSA Major collectively own or control approximately 1.3% of the URSA Major common shares outstanding as of May 26, 2011. This limited investment by the current directors and officers of URSA Major demonstrates a fundamental lack of confidence in their own ability to build shareholder value. On the other hand, Inspiration Mining is currently the largest URSA Major shareholder, and Forbes & Manhattan seeks to be one of URSA Major's largest shareholders, and together they are united in a clear focus on creating shareholder wealth.

Forbes & Manhattan Track Record of Success

Forbes & Manhattan is a leading international merchant bank based in Toronto, Ontario that has repeatedly developed, financed and built significant shareholder value in companies built on natural resource projects, including Consolidated Thompson Iron Mines Limited, Desert Sun Mining Corp, Belo Sun Mining Corp. and Avion Gold Corporation. Forbes & Manhattan has a world-class multi-disciplinary team of more than 150 employees and consultants and takes an active involvement in the companies in which it invests, taking direct roles on the boards of directors and on senior management and technical teams. The Forbes & Manhattan group of companies is currently comprised of over 35 natural resource companies with assets located in 22 countries, which have raised aggregate financing in excess of $2 billion in the past four years.

Examples of Forbes & Manhattan's successful transactions include:

• Consolidated Thompson Iron Mines Limited - Investors earned a return of 7627% from the point that Forbes & Manhattan made its initial investment to the sale of the company to Cliffs Natural Resources Inc. for $4.9 billion.
  
  
• Desert Sun Mining Corp. - A company founded by Forbes & Manhattan, and eventually sold to Yamana Gold Inc. for approximately $735 million, resulting in a return of in excess of 1268% to shareholders who invested at the same time as Forbes & Manhattan.
  
  
• Belo Sun Mining Corp. - Forbes & Manhattan invested in Belo Sun in early 2010. Since joining the Forbes & Manhattan group of companies, Belo Sun has completed the largest exploration program to date on its flagship property, more than doubled its resource estimate, increased, as of June 1, 2011, its stock price by more than 471%, and attracted analyst coverage and a strong following among institutional shareholders.
  
  
• Avion Gold Corporation - Forbes & Manhattan has been involved in a management consulting capacity with Avion since it acquired the Tabakoto/Segala mine from Nevsun Resources Ltd. in 2008 for US$20 million. Since that time, Forbes & Manhattan has put new management in place and the mine is in active production. Avion currently has a market capitalization of approximately $675 million.

"Through its direct involvement in the companies it invests in, Forbes & Manhattan undertakes a disciplined approach to building value through its industry connections, access to financing and expertise," said Mr. Faught. "Applying this approach to URSA Major, and drawing on our contacts in the nickel industry, we are confident that we can address URSA Major's operational issues and undertake a strategy to build value in URSA Major."

Election of Concerned Shareholders' Board Nominees

The Concerned Shareholders are proposing for election to the URSA Major Board of Directors seven director nominees as follows:

• Vic Alboini - Chairman and Chief Executive Officer of Northern Financial Corporation with recognized expertise in mergers & acquisitions
  
  
• Allen G. Hayward - Mining consultant and former Vice President & General Manager, Sudbury Operations with Falconbridge Limited
  
  
• George Faught - Chief Executive Officer of Aberdeen International Inc., a global resource investment corporation and merchant bank, and Chief Operating Officer of Forbes & Manhattan
  
  
• Dr. Georg Hochwimmer - Founder of financial services firm General Research GmbH, which specializes in corporate and financial advice for emerging growth companies
  
  
• D. Randall Miller - Chairman and Chief Executive Officer of Inspiration Mining
  
  
• Mark Trevisiol - Vice-President of Forbes & Manhattan; President and Chief Executive Officer of Silver Bear Resources Inc.; former General Manager of Business Development & Strategy of Xstrata Nickel Sudbury Operations and General Manager of the Sudbury Smelter business unit for Falconbridge Limited.
  
  
• Mr. Keeheum Shin, who is also a nominee of management of URSA Major. The Concerned Shareholders believe Mr. Shin's interests are aligned with those of all shareholders, as Mr. Shin is the representative of Korea Resources Corporation, which owns 3,721,848 URSA common shares.

The Concerned Shareholders believe that its nominees to the URSA Major Board of Directors have the financial and operational experience and track record to provide URSA Major with the leadership and strategic direction necessary to dramatically improve URSA Major's shareholder returns.

Rejection of Proposed Stock Option Plan

URSA Major's management has recommended that URSA Major shareholders approve a new stock option plan at the Meeting. There is currently no stock option plan in place, as URSA Major shareholders voted against re-approving URSA Major's existing rolling stock option plan at URSA Major's last annual and special meeting of Shareholders held on July 22, 2010.

The Concerned Shareholders recommend voting against the approval of the new stock option plan proposed by URSA Major management. Consistent with the Concerned Shareholders' view that current management of URSA Major has not been effective in building shareholder value and has made a limited investment in shares of URSA Major, the Concerned Shareholders believe that URSA Major management should not be rewarded with stock options that will not require management to make an equity investment in URSA Major.

About the Annual and Special Meeting

The Meeting is scheduled to be held at the office of Cassels, Brock & Blackwell LLP, 2100 Scotia Plaza, 40 King Street West, Toronto, Ontario M5H 3C2, on Thursday, June 23, 2011 at 4:00 p.m. (Eastern Time).

URSA Major shareholders should be receiving shortly the Dissident Circular and YELLOW form of proxy, which are also available on SEDAR under URSA Major's profile at www.sedar.com. The Concerned Shareholders urge URSA Major shareholders to vote for change using the YELLOW form of proxy.

The Concerned Shareholders have engaged Northern Shareholder Services as their proxy solicitation agent to assist shareholders with the process of voting their shares for the Meeting.

Voting

Shareholders must submit your YELLOW proxy in the sufficient time to ensure your votes are received by the Concerned Shareholders' proxy agent, Computershare Investor Services Inc., no later than 10:00 a.m. (Eastern Time) on Tuesday, June 21st, 2011.

If your URSA Major common shares are held in a brokerage account or otherwise through an intermediary, you are a "beneficial shareholder" and a YELLOW Voting Instruction Form will be mailed to you with the Dissident Circular. Only vote your YELLOW Voting Instruction Form in accordance with the instructions set out therein.

If your URSA Major common shares are held in your own name, you are a "registered shareholder" and will receive the YELLOW form of proxy with the Dissident Circular. Registered URSA Major shareholders may vote online or by telephone, fax or mail in accordance with the instructions set out in the YELLOW form of proxy.

In the event that normal mail services provided by Canada Post are disrupted by any strike activities and as a result shareholders are unable to receive the Dissident Circular or any proxy-related materials, URSA Major shareholders may obtain a copy of such document(s) through the following means:

• On SEDAR under URSA Major's company profile at www.sedar.com.
  
  
• Request a printed copy of such document(s), without charge, at the Toronto office of Northern Shareholder Services located at 145 King Street West, Suite 2020, Toronto, Ontario, M5H 1J8.
  
  
• Request a copy of such document(s) to be delivered to the shareholder by courier, facsimile or electronic transmission, at the election of the shareholder, without charge, by contacting Northern Shareholders Services at 1-877-719-4746, or via e-mail to ursamajor@northernsi.com.

Further information about voting the YELLOW proxy is available from Northern Shareholders Services at 1-877-719-4746, or via e-mail to ursamajor@northernsi.com. For shareholders located outside North America, please call 1-416-644-8190 (collect calls accepted)

About Forbes & Manhattan

Forbes & Manhattan is a leading merchant bank that has repeatedly developed, financed and built significant shareholder value in companies built on natural resource projects. An international firm based in Toronto, Ontario, Forbes & Manhattan has a world-class multi-disciplinary team of more than 150 employees and consultants and takes an active involvement in the companies in which it invests, taking direct roles on the boards of directors and on senior management and technical teams. The Forbes & Manhattan group of companies is currently comprised of over 35 natural resource companies with assets located in 22 countries, which have raised aggregate financing in excess of $2 billion in the past four years.

About Inspiration

Inspiration Mining and its predecessors have been involved in mineral exploration since 1972. Since 2005, Inspiration Mining's principal focus has been on the exploration and development of its Langmuir property located south of Timmins, Ontario, which has significant nickel mineralization. Since 1996, Inspiration Mining has raised more than $60,000,000 from the capital markets. Further information respecting Inspiration Mining may be found under Inspiration Mining's profile on SEDAR at www.sedar.com.

Forward-Looking and Cautionary Statements

Information included in this press release may contain forward-looking statements. All statements, other than statements of historical fact, included in this press release are forward-looking statements, including, without limitation, statements regarding activities, events or developments that the Concerned Shareholders expect or anticipate may occur in the future. These forward-looking statements can be identified by the use of forward-looking words such as "will", "expect", "intend", "plan", "estimate", "anticipate", "believe" or "continue" or similar words or the negative thereof. There can be no assurance that the plans, intentions or expectations upon which these forward-looking statements are based will occur. We caution readers of this press release not to place undue reliance on forward-looking statements contained in this press release, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include general economic and market conditions, changes in law and the ability to implement business strategies and pursue business opportunities. Shareholders are cautioned that all forward-looking statements involve risks and uncertainties, including those risks and uncertainties detailed in URSA Major's filings with applicable Canadian securities commissions, copies of which are available on SEDAR at www.sedar.com. We urge you to carefully consider those factors. The forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this press release are made as of the date of this press release and the Concerned Shareholders undertake no obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise, except as required by law.

There can be no assurance that URSA Major shareholders will realize returns similar to those referred to herein, or as achieved by Forbes & Manhattan in the past, or otherwise, in the event that the Concerned Shareholders' nominees are elected to the Board of Directors.