MBMI Adopts Shareholder Rights Plan
22 June 2010 - 7:07AM
Marketwired
MBMI RESOURCES INC. ("MBMI" or the "Company") (TSX VENTURE: MBR)
announces that it has adopted a Shareholder Rights Plan (the
"Rights Plan"), similar to those of other Canadian public
companies.
The principal purpose of the Rights Plan is to provide the Board
of Directors with sufficient time to explore and develop all
options for maximizing shareholder value if a take-over bid is made
for the Company and to provide every shareholder with an equal
opportunity to participate in such a bid. The Rights Plan
encourages a potential acquirer to proceed either by way of a
Permitted Bid (as defined in the Rights Plan), which requires the
take-over bid to satisfy certain minimum standards designed to
promote fairness, or with the concurrence of the Board of
Directors. The Rights Plan is subject to regulatory acceptance. The
Board of Directors of the Company is not currently aware of any
pending or proposed take over bid and did not adopt the Rights Plan
to prevent a take-over of the Company, to secure the continuance of
management or the directors in their respective offices or to deter
fair offers for the Company's common shares.
In order to implement the Rights Plan, the Board of Directors
has authorized the issue of one right (a "Right") in respect of
each common share of the Company outstanding at the close of
business on June 18, 2010, and each common share of the Company
issued thereafter. The Rights are represented by the common share
certificates and trade with the common shares. Rights certificates
will not be issued and the Rights will not be dilutive, until the
Rights separate from the common shares and become exercisable.
Accordingly, the issuance of the Rights will not change the manner
in which the common shares are currently traded by
shareholders.
Under the Rights Plan, 10 trading days after a person has
acquired 20% or more of the common shares, other than by way of a
Permitted Bid, holders of all remaining common shares will
generally be able to exercise rights to purchase additional common
shares at a discount to market. The Board of Directors may waive
the application of the Rights Plan to any particular
acquisition.
The Rights Plan is subject to shareholder approval at the
Company's upcoming Special & Annual General Meeting, scheduled
for July 28, 2010. If the Rights Plan is not confirmed by the
Company's shareholders, the Rights Plan and all outstanding rights
thereunder will terminate and be void and of no further force or
effect.
A copy of the Rights Plan and the Company's material change
report respecting the Rights Plan will be available on SEDAR at
www.sedar.com.
Corporate Profile
MBMI Resources Inc. is a Canadian-based mining company focused
on the exploration and development of nickel mineral properties in
the Philippines. MBMI and its Philippine partners have an interest
in nine nickel laterite projects in the Philippines, covering an
area greater than 22,000 hectares. MBMI's objective is to become a
major supplier of nickel products to primary industrial consumers
in Asia.
ON BEHALF OF THE BOARD OF DIRECTORS
Michael T. Mason, President and Director
This news release may contain forward-looking information
including but not limited to comments regarding the timing and
content of upcoming financings, work programs, geological
interpretations, receipt of property titles, potential mineral
recovery processes, etc. Forward-looking information includes
disclosure regarding possible future events, or conditions or
results of operations that is based on assumptions about future
economic conditions and courses of action, and therefore, involves
inherent risks and uncertainties. Although management has a
reasonable basis for the conclusions drawn, actual results may
differ materially from those currently anticipated in such
statements.
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.
Contacts: MBMI Resources Inc. Investor Relations 1-877-399-1991
or 604-683-1991 604-683-8544 (FAX) mbr@mbmiresources.com
www.mbmiresources.com
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