ENP Newswire - 30 July 2014
Release date- 29072014 - Vancouver, BC - Red Eagle Mining Corporation (TSX-V: RD, OTCQX: RDEMF) announces today that its Board of Directors has adopted a shareholder rights plan agreement.
The Rights Plan is effective immediately and is subject to ratification by shareholders of Red Eagle Mining at its next annual general meeting to be held no later than January 17th, 2015. The Rights Plan is also subject to the approval of the TSX Venture Exchange. Red Eagle Mining is not aware of any pending or threatened take-over bid for Red Eagle Mining. The Rights Plan is similar to rights plans adopted by other Canadian companies and ratified by their shareholders.
The object of the Rights Plan is to protect Red Eagle Mining's shareholders from unfair, abusive or coercive take-over strategies, including the acquisition of control of Red Eagle Mining 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 Red Eagle Mining 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.
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. 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.
If ratified by the shareholders of Red Eagle Mining, the Rights Plan will have a term of three years. The Rights Plan is also subject to the execution of a definitive agreement with Red Eagle Mining's transfer agent.
About Red Eagle Mining
Red Eagle Mining is a well-financed gold exploration and development company with an experienced mine-development team. Management is focused on building shareholder value through discovering and developing gold projects with low costs and low technical risks in Colombia, a jurisdiction with prolific historic production but until recently limited modern exploration.
Red Eagle Mining is developing the 320 km-2 historic Santa Rosa Gold Project located in the Antioquia Batholith. Development will initially commence with the San Ramon Gold Deposit where a positive Preliminary Economic Assessment supports project advancement. Feasibility and permitting are currently underway.
Chief Executive Officer
Red Eagle Mining Corporation
Tel: +1 604 638 2545
This news release includes forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although Red Eagle Mining believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements.
Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. We do not assume any obligation to update any forward-looking statements.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the U.S. Securities Act) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.