To: JKNF who wrote (692 ) 7/26/1998 12:59:00 AM From: phylo derlitcz Read Replies (1) | Respond to of 1030
Do not forget this past, preapproved SH plan for just this predicament: Pure Gold Minerals Inc - Shareholder rights plan Pure Gold Minerals Inc PUG Shares issued 24,870,966 1997-12-05 close $1.14 Monday Dec 8 1997 Mr Donald Sheldon reports The board of directors has implemented a shareholder rights plan. The plan is effective immediately. The plan has been adopted in order to provide Pure Gold's board and shareholders with sufficient time to assess and evaluate any takeover bid and, in the event a bid is made, to provide the board of directors with an appropriate period of time to explore and develop alternatives which maximize shareholder value. The plan is also intended to ensure that all of Pure Gold's shareholders are treated equally if a takeover bid is made. The plan is not intended to deter takeover bids. Pure Gold is not aware of any existing or anticipated takeover bid at this time. To implement the plan, the board authorized the distribution of one share purchase right for each outstanding share held at the close of business today. The rights to be issued to shareholders under the plan will, in the event a takeover bid which is not a permitted bid is made, entitle the holder to acquire shares of Pure Gold at a 50% discount to the prevailing market price upon a person or group acquiring 20% or more of the shares of Pure Gold. In the event that a permitted bid is made, the rights plan can be waived by the board of directors and the rights redeemed. The plan provides that a permitted bid is a takeover bid which provides for a minimum deposit period of at least 60 days and which is made to all shareholders. A permitted bid must also satisfy certain other conditions, including that a minimum of 50% of the outstanding shares (exclusive of shares held by the offeror) must be tendered into the bid. The plan will be operative for renewable terms of three years. The plan will be submitted for ratification by common shareholders at a shareholders' meeting to be held within six months. Anyone who announces an intention to make a takeover bid will be excluded from voting on the plan. To remain effective, the plan must be approved by more than 50% of the votes cast at that meeting. (c) Copyright 1998 Canjex Publishing Ltd. canada-stockwatch.com * E N D Prudence can be considered a measure of a man, or woman. Phylo.