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MagIndustries Corp.: MagIndustries Corp.: Issuance of Shares for Previously Issued Exchange Rights

^{Published on 2008-12-31 14:24:50, Last Modified on 2008-12-31 14:25:40 - Market Wire}
 

TORONTO, ONTARIO--(Marketwire - Dec. 31, 2008) - MagIndustries Corp. (the "Company") (TSX VENTURE:MAA) today announced that the exchange rights (the "Exchange Rights") previously issued in connection with the offering (the "Offering") of MagMinerals Holdings Corp. ("MagHoldings") shares ("MagHoldings Shares") were automatically exercised by their terms at 5:00 p.m. (Toronto time) on December 31, 2008 resulting in the issuance of 90,165,946 common shares in the capital of the Company.

In separate closings in April 2008, July 2008 and September 2008, MagHoldings raised gross proceeds of Cdn$183,159,215 through the issuance of 36,681,843 MagHoldings Shares. The issue price of the MagHoldings Shares in the April closings was $4.00 per MagHoldings Share and in the July and September closings it was $5.00 per MagHoldings Share. The Exchange Rights were issued together with the MagHoldings Shares and entitle and obligate the holders of the MagHoldings Shares to exchange such shares for common shares in the capital of the Company automatically in the event that, among other things, a reorganization and liquidity event does not take place with respect to the MagHoldings Shares on or before 5:00 p.m. (Toronto time) on December 31, 2008. Although significant progress was made with respect to the reorganization and liquidity event, given the current financial markets the Company and MagHoldings were unable to complete the reorganization and liquidity event by the deadline.

Registered holders of MagHoldings Shares have been provided with a letter setting forth the mechanism for obtaining the certificates to be issued on the exchange.

About MagIndustries Corp.

MagIndustries Corp. is a Canadian company whose common shares are listed on the TSX-V Exchange and trades in Canadian currency under the symbol "MAA". The Company has 197,914,016 shares outstanding on an undiluted basis and following the issuance on the exercise of the Exchange Rights it will have 288,079,962 shares outstanding on an undiluted basis. MagIndustries' wholly owned resource subsidiaries are operating and developing major industrial projects in the Republic of Congo and the Democratic Republic of Congo.

Except for historical information, this press release contains forward-looking statements, which reflect the Company's current expectation regarding future events. These forward-looking statements involve risks and uncertainties, which may cause actual results to differ materially from those statements. Those risks and uncertainties include, but are not limited to, changing market conditions, and other risks detailed from time-to-time in the Company's ongoing filings. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events in this press release might not occur.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.