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Copper Fox Adopts a Shareholder Rights Plan
CALGARY, April 19 /CNW/ - Copper Fox Metals Inc. ("Copper Fox" or the "Company") (TSX-V CUU) is
pleased to announce that on April 11, 2007, the Board of Directors
adopted a shareholder rights plan dated effective April 11, 2007 (the
"Rights Plan") entered into by Copper Fox and CIBC Mellon Trust Company,
as rights agent. The Rights Plan is designed to encourage the fair and
equal treatment of shareholders in connection with any take-over bid for
the outstanding securities of the Company.
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The Rights Plan is intended
to provide the Board of Directors with adequate time to assess a
take-over bid to consider alternatives to a take-over bid as a means of
maximizing shareholder value, to allow competing bids to emerge, and to
provide Copper Fox's shareholders with adequate time to properly assess
a take-over bid without undue pressure. Copper Fox's Board of Directors
is not currently aware of any pending or threatened take-over bid for
the Company. The Rights Plan is similar to plans adopted by other
Canadian companies and ratified by their shareholders. Under the terms
of the Rights Plan, one right (a "Right") will be issued by Copper Fox
in respect of each outstanding Copper Fox common share at the close of
business today and in respect of each Copper Fox common share issued
thereafter (subject to the terms of the Rights Plan). The Rights issued
under the Rights Plan become exercisable only if a person acquires or
announces its intention to acquire 20% or more of the common shares of
the Company without complying with the "permitted bid" provisions of the
Rights Plan or without the approval of Copper Fox's Board of Directors. Should such
an acquisition occur, Rights holders (other than the acquiring person or
related persons) can purchase common shares of the Company at a
substantial discount to the prevailing market price (as defined in the
Rights Plan) at the time the Rights become exercisable. "Permitted
bids" under the Rights Plan must be made to all holders of Copper Fox's
common shares and must be open for acceptance for a minimum of 60 days.
If at the end of 60 days at least 50% of the outstanding common shares
other than those owned by the offer and certain related parties have
been tendered and not withdrawn, the bidder may take up and pay for the
shares but must extend the bid for a further 10 days to allow other
shareholders to tender to the bid.
Although effective as of April 11, 2007, the Rights Plan is subject to
regulatory approval and to ratification by Copper Fox's shareholders at
Copper Fox's annual meeting of shareholders scheduled for May 10, 2007
and, if ratified, the Rights Plan must be confirmed at every fifth
annual meeting thereafter. If not ratified within six months from its
adoption, the Rights Plan and all of the Rights outstanding at the time
will terminate. A copy of
the Rights Plan is available for viewing on SEDAR at
www.sedar.com, and can also be
obtained from Copper Fox upon a written request. About Copper Fox
Copper Fox is a Canadian based Junior Natural Resource mining company
listed on the TSX-Venture exchange trading under the symbol (CUU). The
Company is working toward the economic development of the world class
copper-gold-molybdenum mineral deposit located at Schaft Creek situated
in North West British Columbia, Canada. Pursuant to an option agreement
with Teck Cominco Limited, Copper Fox may acquire up to a 93.4% direct
and indirect interest in the Schaft Creek property from Teck Cominco
Limited. On behalf of the Board of Directors Guillermo
Salazar S
President & CEO The TSX Venture Exchange has not reviewed the contents
of this news
release and accepts no responsibility for the adequacy or the accuracy
thereof. This news release includes "forward-looking
information" within the meaning of the Canadian securities laws.
Statements, other than statements of historical fact, may constitute
forward-looking information and include, without limitation: anticipated
timing and content of upcoming work programs, geological
interpretations, receipt of property titles, and potential mineral
recovery processes; anticipated dates for receipt of permits, approvals
and other milestones; anticipated results of drilling programs,
feasibility studies and other analyses; anticipated availability and
terms of future financing; future production, operating and capital
costs; and operating or financial performance. Information concerning
mineral reserve and resource estimates also may be deemed to be
forward-looking information in that it reflects a prediction of the
mineralization that would be encountered if a mineral deposit were
developed and mined. For any forward looking information given,
management has assumed that the assay results it has received are
reliable, and has applied geological interpretation methodologies which
are consistent with industry standards. Forward-looking information
involves various risks and uncertainties. There can be no assurance that
such information will prove to be accurate, and actual results and
future events could differ materially from those anticipated in such
information. Important factors that could cause actual results to differ
materially from management's expectations include: fluctuations in
commodity prices and currency exchange rates; uncertainties relating to
interpretation of drill results and the geology, continuity and grade of
mineral deposits; uncertainty of estimates of capital and operating
costs, recovery rates, production estimates and estimated economic
return; the need for co-operation of government agencies in the
exploration and development of properties and the issuance of required
permits; the need to obtain additional financing to develop properties
and uncertainty as to the availability and terms of future financing;
the possibility of delay in exploration or development programs or in
construction projects and uncertainty of meeting anticipated program
milestones; uncertainty as to timely availability of permits and other
governmental approvals; and other risks and uncertainties disclosed in
the Company's other filings with Canadian securities regulatory
authorities at www.sedar.com. The
forward-looking information in this news release is based on
management's current expectations and Copper Fox assumes no obligations
to update such information to reflect later events or developments,
except as required by law. For further information on
Copper Fox please contact Jason Shepherd, Investor Relations, toll free
at 1-866-913-1910, Email
investor@copperfoxmetals.com or contact Guillermo Salazar at (403)
264-2820 Please visit the Copper Fox web site at
http://www.copperfoxmetals.com
Source: Copper Fox Metals Inc.
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