FRIEDENS, Pa., Dec. 17, 2021 /CNW/ - Corsa Coal Corp. (TSXV:
CSO) (OTCQX: CRSXF) ("Corsa" or the "Company"), a premium quality
metallurgical coal producer, today announced that its board of
directors has adopted a shareholder rights plan (the "Rights Plan")
with immediate effect.
The adoption of the Rights Plan is intended to ensure, to the
extent possible, that all shareholders of the Company are treated
fairly in connection with any take-over bid for Corsa's common
shares and to protect against acquisitions of control of Corsa
through purchases of common shares that are exempt from applicable
Canadian take-over bid rules, also referred to as "creeping"
take-over bids. The Rights Plan is substantially similar to
shareholder rights plans adopted by other Canadian issuers and,
while it was not adopted in response to any specific proposal or
intention to acquire control of the Company, Corsa's board of
directors considered a number of relevant factors in connection
with its adoption, including the potential for near-term pressure
on the Company's share price given the previously announced
distribution by funds controlled by Quintana Capital Group of
common shares of the Company representing approximately 45% of the
outstanding common shares of the Company to the limited partners of
such funds.
Subject to the terms of the Rights Plan, in the event that
rights become exercisable under the Rights Plan, holders of the
rights (other than the acquiring person and certain other customary
parties, including parties acting jointly or in concert with the
acquiring person) will be permitted to exercise their rights to
purchase additional common shares of the Company at a 50% discount
to the then prevailing market price of the common shares. Pursuant
to the Rights Plan, one right attaches to each issued and
outstanding common share.
The Rights Plan is effective immediately but is subject to
ratification by shareholders of the Company at Corsa's 2022 annual
meeting of shareholders expected to be held in June 2022 and to approval of the TSX Venture
Exchange. If the Rights Plan is not ratified by Corsa shareholders
on or prior to June 17, 2022 the
Rights Plan will terminate and all rights issued thereunder will be
cancelled. A copy of the Rights Plan will be filed under the
Company's profile on SEDAR at www.sedar.com.
Information about Corsa
Corsa is a coal mining company focused on the production and
sales of metallurgical coal, an essential ingredient in the
production of steel. Our core business is producing and selling
metallurgical coal to domestic and international steel and coke
producers in the Atlantic and Pacific basin markets.
Forward-Looking Statements
Certain information set
forth in this press release contains "forward-looking statements"
and "forward-looking information" (collectively, "forward-looking
statements") under applicable securities laws. Except for
statements of historical fact, certain information contained herein
including, but not limited to, statements relating to near-term
pressure on the Company's share price and the timing for
ratification of the Rights Plan by shareholders of the Company
constitute forward-looking statements which include management's
assessment of future plans and operations and are based on current
internal expectations, assumptions and beliefs, which may prove to
be incorrect. Some of the forward-looking statements may be
identified by words such as "will", "estimates", "expects"
"anticipates", "believes", "projects", "plans", "capacity", "hope",
"forecast", "anticipate", "could" and similar expressions. These
statements are not guarantees of future performance and undue
reliance should not be placed on them. Such forward-looking
statements necessarily involve known and unknown risks and
uncertainties. These risks and uncertainties include, but are not
limited to: approval by the TSX Venture Exchange of the Rights
Plan, changes in market conditions, governmental or regulatory
developments as a result of the COVID-19 pandemic or otherwise, the
operating status and capabilities of our customers and competitors;
various events which could disrupt operations and/or the
transportation of coal products, including labor stoppages, the
outbreak of disease and severe weather conditions; and management's
ability to anticipate and manage the foregoing factors and
risks. There can be no assurance that forward-looking
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. The reader is cautioned not to place undue reliance on
forward-looking statements. Corsa does not undertake to update any
of the forward-looking statements contained in this press release
unless required by law. The statements as to Corsa's capacity to
produce coal are no assurance that it will achieve these levels of
production or that it will be able to achieve these sales
levels.
The TSX Venture Exchange has in no way passed on the
merits of this news release. Neither the TSX Venture Exchange
nor its Regulation Services Provider (as that term is defined in
the policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release.
SOURCE Corsa Coal Corp.
