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International Assets Holding Corporation and FCStone Group, Inc. Announce Shareholder Approval of Merger
Friday, September 25, 2009 11:54 AM


(Source: PrimeNewswire)trackingNEW YORK, Sept. 25, 2009 (GLOBE NEWSWIRE) -- International Assets Holding Corporation (Nasdaq:IAAC) ("International Assets") and FCStone Group, Inc. (Nasdaq:FCSX) ("FCStone") today announced that their shareholders have approved the proposed merger of FCStone and International Assets Acquisition Corp., a subsidiary of International Assets. As a result of the merger, FCStone will become a wholly owned subsidiary of International Assets.

The shareholders of International Assets and FCStone approved the merger at special meetings of shareholders held today by each company.

A total of 7,536,197 shares of International Assets, or 82.7% of the total outstanding, were present in person or by proxy at the special meeting of the shareholders of International Assets. Approximately 99.9% of these shares were voted in favor of the merger representing 82.6% of the outstanding shares of International Assets.

A total of 19,397,872 shares of FCStone, or 69.5% of the total outstanding, were present in person or by proxy at the special meeting of the shareholders of FCStone. Approximately 84.2% of these shares were voted in favor of the merger representing 58.5% of the outstanding shares of FCStone.

The shareholders of International Assets also approved several other resolutions related to the merger. These resolutions consisted of:



 * an amendment to International Assets' certificate of
   incorporation to increase the number of authorized shares of
   International Assets common stock from 17,000,000 shares to
   30,000,000 shares.

 * an amendment to International Assets' certificate of
   incorporation to establish a classified board of directors
   initially consisting of thirteen members, to be divided into
   three classes, and the related reduction in the size of the board
   to eleven members in 2012 and to nine members in 2013, and the
   elimination of the classified board in 2013.

 * an amendment to International Assets' certificate of
   incorporation to eliminate a provision that requires the
   affirmative vote of the holders of 75% of the outstanding shares
   of International Assets common stock to remove or change the
   chairman of the board.

International Assets and FCStone expect to consummate the merger on September 30, 2009. Completion of the merger remains subject to the satisfaction or waiver of the closing conditions in accordance with the terms of the merger agreement.



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