DRAGOON, Ariz., Dec. 31, 2002 (PRIMEZONE) -- Nord Resources Corporation (Pink Sheets:NRDS) announced that it has called an annual meeting of the shareholders of Nord Pacific Limited, a New Brunswick corporation, pursuant to Section 96(4) of the New Brunswick Business Corporations Act. Nord Resources Corporation holds 3,697,561 shares of the common stock of Nord Pacific Limited. The shareholders meeting will be held at the Sheraton Old Town, 800 Rio Grande Blvd., NW, Albuquerque, New Mexico, 87104 on February 15, 2003, at 1:00 p.m. (M.S.T.).
Nord Resources Corporation also announced that it and Ronald A. Hirsch have filed a shareholders' derivative action against the current directors of Nord Pacific Limited, a New Brunswick corporation. Nord Resources Corporation and Ronald A. Hirsch, respectively, hold 3,697,561 and 194,000 shares of the common stock of Nord Pacific Limited. The derivative action seeks restraining orders, damages for the directors' alleged breach of fiduciary duties, and the rescission of certain transactions and agreements.
The action has been filed in the Second Judicial District Court for the County of Bernalillo, State of New Mexico, as Cause No. CV-2002-09148 and is styled "Nord Resources Corporation and Ronald A. Hirsch, on behalf of Nord Pacific Limited, vs. Mark R. Welch, Lucille Lansing, John B. Roberts, a/k/a John L. Roberts, individually and as directors of Nord Pacific Limited".
A copy of the "Notice of Annual Meeting of Shareholders of Nord Pacific Limited to be Held February 15, 2003" is posted on Nord Resources' website: www.nordresources.com.
A proxy related to the proposed election, as directors of the Corporation, of persons whose candidacies will be supported by Nord Resources, will be solicited in connection with the shareholders' meeting. Participants in the solicitation will include Nord Resources, John F. Champagne, the President and C.E.O. of Nord Resources, and Ronald A. Hirsch, a director of Nord Resources and a shareholder of the Corporation. Nord Resources is the record holder of 3,697,561 shares of the common stock of the Corporation. John F. Champagne is not the record or beneficial owner of any shares of the common stock of the Corporation, but because he is the President of Nord Resources, he may be deemed to be the beneficial owner of all shares of the common stock held by Nord Resources. Ronald A. Hirsch, is the record owner of 194,000 shares of the common stock of the Corporation, and, because he is a director of Nord Resources, also may be deemed to be the beneficial owner of all shares of the common stock held by Nord Resources.
THE PROXY SOLICITATION WILL CONSIST OF A PROXY STATEMENT AND A FORM OF PROXY. THESE WILL BE FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION AND THEN FORWARDED TO SHAREHOLDERS. SHAREHOLDERS ARE STRONGLY ADVISED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. WHEN THE PROXY STATEMENT AND FORM OF PROXY HAVE BEEN PREPARED, SHAREHOLDERS MAY OBTAIN A COPY OF THEM AND OTHER RELEVANT DOCUMENTS, FREE, FROM THE WEBSITE MAINTAINED BY THE U.S. SECURITIES AND EXCHANGE COMMISSION. THE WEBSITE ADDRESS IS www.sec.gov. THE PROXY STATEMENT AND FORM OF PROXY ALSO MAY BE OBTAINED FREE FROM NORD RESOURCES CORPORATION BY REQUEST DIRECTED TO NORD RESOURCES CORPORATION, P.O. BOX 384, DRAGOON, ARIZONA, USA, 85609, TELEPHONE (520) 586-2241, FAX (520) 586-7020.
Statements in this press release regarding Nord Resources Corporation and its business that are not historical facts, including those related to the proxy solicitation, are "forward-looking statements." These forward-looking statements involve risks and uncertainties and their accuracy cannot be guaranteed.