Passport welcomes WGI'S announcement of the Transworld Garnet India transaction and the dividend to shareholders



    PASSPORT CONTINUES TO URGE SHAREHOLDERS TO REPLACE THE CURRENT DIRECTORS
    OF WGI AT THE UPCOMING MEETING OF SHAREHOLDERS

    SAN FRANCISCO, CA, June 16 /CNW/ - PASSPORT CAPITAL, LLC (Passport) today
stated that it views WGI Heavy Minerals, Inc.'s announcement of the proposed
sale of Transworld Garnet India (Pvt.) Limited (TGI) to V.V. Mineral, the
signing of a three-year distribution agreement with V.V. Mineral, and the
potential dividend of US$0.80 per share in cash to WGI's shareholders as
positive developments for WGI.
    In a letter being delivered to all WGI shareholders, Passport continues
to urge shareholders to replace WGI's current directors at the upcoming
shareholders' meeting on June 25, 2008. Passport also confirms that its slate
of proposed directors would support the completion of the announced
transactions, provided that the transactions are bona fide and in the best
interests of WGI.
    Passport urges shareholders to vote the YELLOW proxy distributed with the
letter issued today as soon as possible and prior to 5:00 p.m. (EDT) on June
20, 2008. For more information, Passport directs shareholders to please
contact Passport's proxy solicitation agent:

    
                     Kingsdale Shareholder Services Inc.

               North American Toll Free Phone (1-800-775-4067);
     Outside North America, Banks and Brokers Call Collect (416-867-2272)
    

    The full text of Passport's letter to shareholders follows:


    June 16, 2008

    Dear fellow WGI Shareholder:

    Re: WGI Heavy Minerals, Incorporated - A Need for Change
    --------------------------------------------------------

    As WGI's largest shareholder and with our long-standing investment in WGI
at stake, we asked you earlier this month to vote to replace WGI's current
board with a new board of directors. After careful consideration, we concluded
that a change of leadership is necessary in order for WGI to realize on its
potential and deliver appropriate returns to all shareholders.
    We welcome the announcement of the Transworld Garnet India (Pvt.) Limited
(TGI) transaction and the potential dividend of US$0.80 per share in cash.
However, the announcement of a long overdue transaction does not absolve the
current board of its responsibility for past decisions that have resulted in
dismal operating performance and a significant drop in the value of WGI's
shares. Our fundamental belief remains that our proposed shareholder-focused
board is more capable of delivering substantial upside for WGI's shareholders
over the long-term.
    Despite the announcement of the TGI transaction, we vigorously disagree
that the current WGI board has dealt with our concerns. We remain as concerned
as ever with the current board's inability to act in the best interests of the
company and to create significant future value for WGI's shareholders. As a
result, we continue to urge all shareholders to vote the accompanying YELLOW
form of proxy to elect our director nominees (the "Passport Nominees").

    
    In summary:

    -  Passport's interests are entirely aligned with your interests.
       Passport is not attempting to take "control of the board" as WGI's
       current board suggests. We simply want WGI to be led by directors whom
       we fundamentally believe can unlock value in WGI for all shareholders.

    -  WGI's statement that Passport wants control over WGI's board so as to
       take control over the company's cash resources is ludicrous. WGI's
       cash and cash equivalents only represent one-third of one percent of
       Passport's assets under management.

    -  WGI's current board must be held accountable for the dismal status quo
       of WGI's non-performance. From the day Covell Brown took on his
       responsibilities as WGI's Chairman until the day we launched our
       dissident proxy circular, WGI's share price had fallen from C$6.11 to
       C$0.78.

    -  WGI's current board must be held accountable for unjustifiable
       executive compensation decisions. "Independent" members of WGI's
       executive compensation committee saw fit in 2006 to approve
       C$1.1 million in cash compensation to Mr. Brown, including a whopping
       $789,009 cash bonus. WGI's share price plummeted 70% (C$2.96 to
       C$0.90) in that same period. Mr. Brown and those members of the
       executive compensation committee currently remain on WGI's board.

    -  WGI's current directors are patting themselves on the back for the TGI
       transaction, and it is true that it is the only positive thing for
       shareholders that they have done during their tenure. But we ask, why
       did it take three and a half years for this transaction to be
       announced? Between the time Mr. Brown took over in November 2004 until
       the creation of WGI's special committee in May 2007, what did the WGI
       Board do to protect shareholders' interests? Why did it take two and a
       half years for the WGI board to realize that a strategic review was
       necessary? Once the WGI board decided to deal with the TGI situation,
       why did it take over a year to negotiate a sale of the TGI assets? We
       do not believe that the WGI board has any valid answers to these
       questions. The WGI board must be held responsible for its inaction and
       inability to protect shareholders' interests.

    -  The Passport Nominees are comprised of six individuals that, together,
       possess the required financial, operational and industry experience to
       provide the strategic direction that WGI needs to protect and increase
       shareholder value. Each of the Passport Nominees is truly independent
       and will represent your interests.

    We support a transaction in WGI's best interests but we reject management
    -------------------------------------------------------------------------
    entrenchment.
    -------------

    -  As a significant shareholder of WGI, Passport's interests in the
       completion of the TGI transaction are entirely aligned with your
       interests. Based solely on the information that has been made
       available to the public, Passport welcomes the announcement of the
       transaction.

    -  Passport strongly urges shareholders to carefully consider the
       following statement made by WGI's incumbent board in its letter of
       June 13, 2008:

       "...a change at this time jeopardizes the completion of the TGI
       transaction since carefully established and maintained relationships
       are particularly important to doing business in Asia."

       This statement has been made in a blatant attempt to confuse and
       mislead you. It is a patent display of management entrenchment of the
       worst order. If the transaction is the result of an "extensive review
       and negotiation by a special committee of WGI's independent
       directors" then why is the transaction so tenuous as to require the
       entrenchment of WGI's current directors? If the transaction is bona
       fide and reflects a deal concluded by arm's length parties for their
       respective benefit, then why would it be jeopardized by a change of
       directors? Do you really believe that a sophisticated purchaser would
       walk away from an announced deal concluded in its best interests
       because a change of directors would disrupt "carefully established and
       maintained relationships which are particularly important to doing
       business in Asia?" This simplistic statement about doing business in
       Asia does not warrant serious consideration and is not a reason to
       allow WGI's current directors to entrench themselves.

    -  Passport has been informed by its director nominees that they are
       prepared to support the completion of the proposed transaction. The
       Passport Nominees intend for WGI to honour all of its commitments
       provided that same are in WGI's best interests.

    -  Although it supports the transaction, Passport stresses that a sale of
       problematic assets can hardly be hailed as a milestone achievement for
       WGI's board. We remind you that WGI's board has stated that "by the
       end of 2004, it was becoming apparent that WGI was having difficulty
       with its operations in Andhra Pradesh", and we know that by March
       2005, WGI had to declare force majeure on certain supply contracts as
       its government licenses in India had been revoked.

       -  Given these events why did WGI's Chairman, Mr. Brown, and his team
          do nothing for two and a half years?

       -  Why did the strategic review by WGI's special committee only
          commence in May 2007? Why was a transaction only announced in June
          2008?

       -  As the process dragged on, how much value was lost to the detriment
          of WGI's shareholders while unjustifiable compensation was being
          paid to WGI executives?

       -  As no transaction has been announced until now, why did Mr. Brown
          deserve a $789,009 cash bonus for the period of April 17, 2005 to
          April 17, 2006, a period in which WGI's share price continued to
          plummet from C$2.96 to C$0.90?

       -  Has WGI only finally taken action now in response to the filing of
          our dissident proxy circular?

    -  As has been admitted by WGI's board, Passport's complaints are
       justified. However, they are not "outdated and irrelevant" as WGI's
       board suggests. It is never out-of-date or irrelevant to replace a
       board that deserves to be held accountable for poor performance under
       its watch. It is never out-of-date or irrelevant to act as a catalyst
       for improved performance and sustainable growth.

    We support the cash distribution but we reject scare tactics.
    -------------------------------------------------------------

    -  As a significant shareholder of WGI, Passport's interests in a
       potential dividend of US$0.80 per share are entirely aligned with your
       interests. Passport welcomes the announcement of this potential
       dividend.

    -  Passport has been informed that the Passport Nominees are prepared to
       support a cash distribution to WGI's shareholders premised on the
       successful completion of the TGI transaction.

    -  Passport does not want control over WGI's cash resources. Our course
       of action is driven by one simple factor. We want WGI to be led by
       directors whom we fundamentally believe can unlock value in WGI for
       all shareholders and who have a superior track record of producing
       results for shareholders.

    -  WGI's statement that Passport wants control over WGI's board so as to
       take control over the company's cash resources is ludicrous. The
       statement is a transparent scare tactic that does not warrant serious
       consideration as a reason to entrench WGI's current directors.
       Passport has approximately US$4.5 billion of assets under management.
       As at March 31, 2008, WGI had cash and cash equivalents of
       approximately US$16 million. WGI's cash and cash equivalents represent
       only one-third of one percent of Passport's assets under management.

    -  Simply put, Passport has no interest in controlling WGI's cash
       resources. However, Passport wants directors in place that will
       safeguard WGI's cash and whom we trust will use the cash in the best
       interests of the company. Given the WGI board's track record of paying
       unjustifiable executive and director compensation in a period of
       shareholder value erosion, we urge shareholders to strongly consider
       from whose hands WGI's cash needs protecting?

    -  The track record of WGI's board raises legitimate and serious
       questions about the safety of WGI's cash in its hands. Passport will
       not support the current board as we believe they have spent too much
       of WGI's cash on management and on themselves. If for no other reason,
       we believe that the current board needs to be replaced to ensure that
       a CEO of the company will not be awarded a $789,009 cash bonus in a
       period in which WGI's shares lost approximately 70% of their value.

    -  Passport is not attempting to take "control of the board" as WGI's
       current board suggests. Passport is a value investor with a long-term
       investment horizon seeking to increase WGI's value for the benefit of
       all shareholders. If the Passport Nominees are elected, there will be
       no "change of control of the board" of WGI. Passport will have no
       greater ownership or financial interest in WGI than it has today and
       no greater ability to determine the outcome of future board elections.
       Contrary to what WGI's board may suggest, the primary way that
       Passport can benefit from the election of the Passport Nominees is by
       increasing WGI's share price, an improvement that will benefit all
       shareholders. Do not allow the scare tactics of WGI's current board
       dissuade you from supporting the changes that are desperately needed
       to protect the value of your investment. WGI is at a critical juncture
       and the strength of its leadership will have a significant impact on
       WGI's ability to deal with the significant challenges it faces and to
       generate value for shareholders.

    -  If the Passport Nominees are elected, the new WGI board will act
       independently of Passport and management and in the best interests of
       all shareholders. Passport will not control the board. Each director
       will have a fiduciary duty to act honestly and in good faith with a
       view to the best interests of WGI and all of its shareholders.

    We propose a new strategic and value-oriented direction and a clean break
    -------------------------------------------------------------------------
    from past stagnation.
    ---------------------

    -  The Passport Nominees intend to change the strategic direction of WGI
       by refocusing the company on the fast-growing global waterjet market.
       The global waterjet market is believed to exceed $1.0 billion in
       annual sales potential or twice the current level with many market
       segments and regions recording double digit annual revenue growth
       rates. Utilizing WGI's waterjet parts manufacturing and distribution
       assets as a base, the new corporate mission will be to grow WGI into a
       world leader in the waterjet cutting industry. WGI would seek to
       become a vertically integrated manufacturer of waterjet cutting
       systems by pursuing an aggressive consolidation of the waterjet
       systems industry. Details of this strategy are outlined in Passport's
       dissident proxy circular previously mailed to you (the circular is
       currently available under WGI's company profile at www.sedar.com).

    -  WGI's current board now conveniently claims that its strategy for WGI
       is fundamentally consistent with our proposed strategy. It claims to
       have been carefully analyzing an expansion into the waterjet business.
       WGI's past shareholder communications do not bear out this claim.
       While WGI has had a special committee in place for over a year, prior
       to WGI's response to our dissident proposal, we had not seen a single
       communication from WGI to the effect that it would seek to become a
       vertically integrated manufacturer of waterjet cutting systems. One
       only has to look at WGI's June 11, 2008 announcement of the TGI
       transaction. WGI's President and Interim CEO, Mr. Greg Emerson, stated
       that the TGI transaction "will allow WGI to focus on its core business
       of marketing and selling garnet." Mr. Emerson's very recent statement
       on WGI's focus is not consistent with WGI's subsequent statement that
       it has established concrete plans to expand into the waterjet
       business.

    -  Passport does not believe WGI's current board has the necessary in-
       house experience to successfully transform WGI into a vertically
       integrated manufacturer of waterjet cutting systems. Upon the election
       of the Passport Nominees, Mr. Donald Siemens will be appointed as Non-
       Executive Chairman of the new WGI board. Mr. Siemens, a past director
       of WGI, has a detailed knowledge of the waterjet industry obtained
       through various merger & acquisition assignments, including the
       negotiation and recommendation of WGI's acquisition of International
       Waterjet Parts, Inc. We believe Mr. Siemens is eminently qualified to
       guide WGI in a new and successful direction.

    -  WGI stated in its recent letter to you that Mr. Siemens is an
       illogical choice as a Passport Nominee given that he served as a
       director of WGI in 2004-2005. What WGI failed to mention to you is
       that WGI's current President and Interim CEO, Mr. Emerson, actually
       contacted Mr. Siemens as recently as May 31, 2008, practically on the
       eve of the filing of our dissident proxy circular, to see if Mr.
       Siemens would assist WGI with its new waterjet consolidation strategy.

    -  Passport believes that if WGI's current board is left to its own
       devices, WGI will let the growth opportunities available in the
       waterjet systems industry slip away. We remind you that this is the
       same board that now asks you to give it a pat on the back for a sale
       of assets that was over three years in the making. It seems clear that
       the current board is likely to continue to make large mistakes if
       given the latitude to do so. In fact, other than the conveniently
       recently announced TGI transaction, WGI's current board does not seem
       to have a single example that it can provide of actions that have made
       money for WGI's shareholders. How can shareholders trust the current
       board to successfully embark WGI on a new strategic direction?

    Passport is right to demand change. Support Passport's proposals. It is
    -----------------------------------------------------------------------
    not too late.
    -------------

    -  Passport urges shareholders to carefully consider the following
       statement made by WGI's incumbent board in its letter of June 13,
       2008:

       "Passport was not wrong to demand change. It was just too late. The
       current Board has dealt with their concerns and positioned WGI for
       enhanced shareholder value."

       We vigorously disagree that the current WGI board has dealt with our
       concerns. We remain as concerned as ever with the current board's
       ability to act in the best interests of the company and create
       significant future value for WGI's shareholders. As a result, we
       continue to urge all shareholders to vote the accompanying YELLOW form
       of proxy to elect the Passport Nominees.

    -  As conceded by WGI's board itself: "Passport was not wrong to demand
       change". We would respond that we are right to continue to demand
       change. WGI's incumbent board, over which Mr. Brown has presided as
       Chairman since November 3, 2004, simply cannot be absolved of its
       responsibility for WGI's deplorable performance over the past few
       years. The fact remains that from the day Mr. Brown became Chairman
       until the day we launched our dissident proxy circular, WGI's share
       price had fallen from C$6.11 to C$0.78.

    -  The fact remains that the "independent" members of WGI's compensation
       committee saw fit in 2006 to approve C$1.1 million in cash
       compensation to Mr. Brown, including a whopping $789,009 cash bonus.
       The fact remains that WGI's share price continued to plummet from
       C$2.96 to C$0.90 in that same period.

    -  The "independent" members of WGI's executive compensation committee
       who approved Mr. Brown's compensation at that time were Mr. Kitson
       Vincent and Mr. G. Mark Curry. The fact remains that Mr. Vincent and
       Mr. Curry are both part of WGI's management slate for re-election to
       the WGI board, and, to our knowledge, Mr. Vincent would presumably
       continue to serve on WGI's executive compensation committee.

    -  The WGI board's recent lip service to fixing poor corporate governance
       practices, instituting changes in management and having "positioned
       WGI for enhanced shareholder value" has certainly not convinced us
       that WGI's board deserves to serve for another year. We believe that
       management's nominees have been handpicked by Mr. Brown and can be
       expected to be sympathetic to the interests of Mr. Brown and to the
       entrenchment of management even to your (and our) continued detriment.
       We believe that any recent changes in corporate governance reflect a
       hollow last minute attempt to try to placate shareholders.

    -  We remind you that Mr. Brown owns less than 1% of WGI's shares. We
       remind you that the current President and Interim CEO of WGI, Mr.
       Emerson, owns approximately one-hundredth of 1% of WGI's shares
       despite having joined the company in 1994. Lastly, we remind you that
       three current directors do not own a single share of WGI.

    -  Passport does not normally act as a dissident shareholder. It only
       embarked on this process after careful deliberation and due diligence.
       Passport has concluded that it can no longer tolerate the dismal
       status quo of WGI's non-performance. As a significant shareholder of
       WGI, Passport's interests are entirely aligned with your interests and
       it will only benefit from its current actions if you also benefit.
    

    Most importantly, we remind you that the Passport Nominees are comprised
of six individuals, namely, Donald Siemens, Robert Atkinson, Daniel Burns,
John Nugent, Timothy Ryan and Johann Tergesen, that, together, possess the
required financial, operational and industry experience to provide the
strategic direction that WGI needs to protect and increase shareholder value.
Each of the Passport Nominees is truly independent and will represent your
interests. Under the guidance of Passport's nominees, we are confident that
WGI will be able to complete the announced TGI transaction and fulfill its
stated intention of distributing cash to shareholders. Under the guidance of
Passport's nominees, we are confident that WGI can become a world leader in
the waterjet cutting industry and that this will create significant value for
you, the WGI shareholder.
    It simply is in the best interests of WGI shareholders to vote for the
Passport Nominees. You deserve better than the dismal status quo. You deserve
a new shareholder-focused board that can create significant future value.
Demand results. Demand change. Do not settle for mediocrity. It is not too
late.

    
                                  Yours truly,
                                  PASSPORT CAPITAL, LLC
                                  (signed)
                                  John Burbank III
                                  Managing Member


                       CAST YOUR VOTE NOW - HERE'S HOW
                       -------------------------------

    -------------------------------------------------------------------------
    To ensure your vote counts, vote your YELLOW proxy TODAY. Time is
                                          ------
    critical - please act immediately.


    THE QUICKEST WAY TO VOTE IS TO LOG-ON TO WWW.PROXYVOTE.COM AND TO ENTER
                                             -----------------
    THE TWELVE DIGIT CONTROL NUMBER THAT IS LOCATED ON YOUR YELLOW PROXY.
                                                            ------

    Your proxy must be received from you or your intermediary no later than
    5:00 p.m. (EDT) on June 20, 2008 in order to ensure it will be
    represented at the meeting.
    -------------------------------------------------------------------------
    

    Please note that if you have already voted using management's proxy, you
have every right to change your vote by simply voting the enclosed YELLOW
proxy. This action cancels all previous votes - only your latest dated proxy
counts.

    ONLY FOLLOW THE DIRECTIONS ON THE YELLOW PROXY
    ------

    For your proxy vote to count, you must follow the directions on the
YELLOW proxy.

    How do I vote my YELLOW proxy?
    ------

    If you are a registered shareholder (i.e. you do not hold your shares
with a broker), sign, date and fax your YELLOW proxy to the number indicated
on the proxy form. If you do not have access to a fax machine, please return
the YELLOW proxy promptly in the postage-paid envelope provided.
    If you hold your shares with a broker (i.e. you are a non-registered
holder), sign, date and return your YELLOW proxy or YELLOW voting instruction
form to the FAX number indicated on the YELLOW proxy form or YELLOW voting
instruction form, or otherwise follow the instructions on your YELLOW proxy
form or voting instruction form.

    I have multiple holdings. Do I need to return a proxy for each holding?

    Yes. If you hold your shares in multiple accounts, you will receive a
YELLOW proxy for each account. In order to ensure that your common shares are
fully represented at the meeting on June 25, 2008, it is important that you
properly execute and return each YELLOW proxy that you receive.

    Please contact our proxy solicitor if you have questions about the
Passport materials, or need assistance in voting?

    
                     KINGSDALE SHAREHOLDER SERVICES INC.

                             The Exchange Tower
               130 King Street West, Suite 2950, P.O. Box 361
                               Toronto, Ontario
                                   M5X 1E2

                       North American Toll Free Phone:
                               1-800-775-4067
           Outside North America, Banks and Brokers Call Collect:
                                 416-867-2272
                           Facsimile: 416-867-2271
                     Toll Free Facsimile: 1-866-545-5580
                 Email: contactus@kingsdaleshareholder.com
    

    PASSPORT CAPITAL, LLC

    Passport Capital, LLC is a San Francisco based global investment firm
with approximately US$4.5 billion of assets under management. Passport and its
principals have extensive experience investing in the Canadian, U.S. and
global capital markets. The funds it manages are long-term, value-oriented
shareholders which, as of the date hereof, collectively own or control an
aggregate of 3,080,500 common shares of WGI, representing approximately 13.1%
of the currently outstanding common shares, making them today the largest
shareholders of WGI.

    Certain statements contained in this press release may constitute
forward-looking statements. Such statements reflect Passport's current views
and intentions with respect to future events and are subject to certain risks,
uncertainties and assumptions. Many factors could cause the actual results,
performance, actions or achievements of WGI or others that may be expressed or
implied by such forward-looking statements to vary from those described herein
should one or more of these risks or uncertainties materialize. Such factors
include, but are not limited to, economic, business, technological,
competitive and regulatory factors as well as the terms of contractual
commitments to which WGI is subject of which Passport is not aware.




For further information:

For further information: Kingsdale Shareholder Services Inc.
(1-800-775-4067 or (416) 867-2272 (collect calls accepted))

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PASSPORT MANAGEMENT, LLC

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