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Message: Re: upbeat report.....
1
Jan 20, 2015 10:00AM

Well, well - I assume that our management knows something we don't about a potential take over attempt. I often think that these "Shareholders Rights" plans are desinged more to protect the managers than to protect us little guys. However, it certainly looks like something good is up considering the recent rise in our sp.

Argonaut Gold Adopts Shareholder Rights Plan

Toronto, Ontario - (January 20, 2015) Argonaut Gold Inc. (TSX: AR) (the "Company", "Argonaut Gold" or "Argonaut") announces today that its Board of Directors has adopted a shareholder rights plan agreement (the "Shareholder Rights Plan"). The Shareholder Rights Plan is effective immediately and is subject to ratification by shareholders of Argonaut Gold at its 2015 annual shareholder meeting. The Shareholder Rights Plan is also subject to the approval of the Toronto Stock Exchange. The Shareholder Rights Plan was not adopted in response to any specific proposal or intention to acquire control of Argonaut Gold. The Shareholder Rights Plan is similar to rights plans adopted by other Canadian companies and ratified by their shareholders.

The object of the Shareholder Rights Plan is to protect Argonaut Gold's shareholders from unfair, abusive or coercive take-over strategies, including the acquisition of control of Argonaut Gold through a take-over bid that does not treat all shareholders equally or fairly. The Shareholder Rights Plan will ensure that shareholders will have adequate time to properly assess the merits of any proposed take-over bid or similar transaction involving the shares of Argonaut Gold without undue pressure, will encourage the development of alternative transactions or competing take-over bids under the circumstances and will give the directors adequate time to fully consider any such take-over bid or similar transaction and any alternative transaction that may be proposed.

Under the terms of the Shareholder Rights Plan, one right has been issued with respect to each common share of Argonaut Gold issued and outstanding at 12:01 a.m. (Toronto time) today and one right will also be issued and will attach to each common share issued thereafter. These rights will become exercisable only when a person, including any party related to it, acquires or attempts to acquire 20 percent or more of Argonaut Gold's outstanding common shares without complying with the "Permitted Bid" provisions of the Shareholder Rights Plan, or without approval of Argonaut Gold's Board of Directors. Should such an acquisition occur or be announced, each right would, upon exercise, entitle a rights holder, other than the acquiring person and related persons, to purchase common shares of Argonaut Gold at a substantial discount to the market price at the time.

The rights are not triggered by the purchase of shares made pursuant to a "Permitted Bid", which is a take-over bid made to all holders of shares on identical terms and which is open for acceptance for not less than 60 days. A Permitted Bid must be made by way of a take-over bid circular prepared in compliance with applicable securities law and must comply with certain other conditions.

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