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Gold/Mining/Energy : PolyMet Mining Corp POM.V (was Fleck Resources) -- Ignore unavailable to you. Want to Upgrade?


To: Shaun M. Dykes who wrote (664)6/2/1999 9:05:00 AM
From: GWalker  Read Replies (1) | Respond to of 708
 
PolyMet Adopts Shareholder Rights Plan
(99-16)

GOLDEN, Colo., June 1 /PRNewswire/ -- PolyMet Mining Corp.
(Vancouver: POM) announces that its Board of Directors has adopted a
Shareholder Rights Plan designed to achieve the fair treatment of shareholders
in connection with any take-over offer for the Company. The Rights Plan
addresses the Company's concerns that existing Canadian legislation does not
allow sufficient time, if a take-over bid is made, for either the Board of
Directors or the Shareholders to properly consider a take-over bid, or for the
Board of Directors to seek alternatives to such a bid.
The Rights Plan is effective immediately and will provide the Board of
Directors of the Company and the shareholders more time to fully consider any
unsolicited take-over bid for the Company. It will also allow more time for
the Board of Directors to pursue, if appropriate, other alternatives to
maximize shareholder value. The Rights Plan is not being proposed in response
to, or anticipation of, any acquisition or take-over offer. Shareholders will
be asked to confirm the Rights Plan at the Annual General Meeting of the
shareholders to be held on July 8, 1999.
The rights issued under the Rights Plan become exercisable only when a
person or corporate entity, including any person related to it, acquires or
announces its intention to acquire 20% or more of the Company's outstanding
common shares without complying with the "Permitted Bid" provisions of the
Rights Plan or without approval of the Board of Directors of the Company.
Should such an acquisition occur, each right would, upon exercise, entitle a
rights holder, other than the acquiring person and related persons, to
purchase common shares of the Company at a 50% discount to the market price at
the time.
Under the Rights Plan, a Permitted Bid is a bid made to all holders of the
Company's common shares that is open for acceptance not less than 60 days.
If, at the end of 60 days, at least 50% of the outstanding shares, other than
those owned by the offeror and certain related parties, have been tendered,
the offeror may take up and pay for the shares, but must extend the bid for a
further ten days to allow other shareholders to tender.
PolyMet Mining Corp. received advice from its legal counsel and financial
advisors that the adoption of a Shareholder Rights Plan is prudent at this
time in order to protect the rights of all shareholders. The Rights Plan is
similar to plans adopted by many other Canadian companies.
The Plan is subject to shareholder ratification at the Company's 1999
Annual General Meeting and reconfirmation by shareholders every three years.

Signed,
Donald W. Gentry
President & CEO