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Gold Reserve Amends Shareholder Rights Plan

Gold Reserve Forms Independent Committee SPOKANE, WA, Dec. 24 /CNW/ - Gold Reserve Inc. (TSX:GRZ ...

articleGold Reserve Ltd.December 24, 20083/company/gold-reserve-inc/news/gold-reserve-amends-shareholder-rights-plan
Gold Reserve Amends Shareholder Rights Plan

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[{"type":"text","content":"\n\n\n\nGold Reserve Forms Independent Committee\n\n\nSPOKANE, WA, Dec. 24 /CNW/ - Gold Reserve Inc. (TSX:GRZ - NYSE\nAlternext:GRZ) announces that its Board of Directors has amended the\nShareholder Rights Plan adopted on January 29, 2006 and confirmed by its\nshareholders on March 22, 2006 (the "Rights Plan"). The amendment is effective\nimmediately and will be presented for confirmation at the next meeting of Gold\nReserve shareholders.\n\n\nThe Rights Plan is amended by extending the definition of "Permitted Bid"\nto include a bid by an entity which has confidential information about Gold\nReserve that has executed a confidentiality and standstill agreement within\nthree months prior to the commencement of the bid. This amendment will further\nensure that all potential bids are made on a basis which is fair to all\nbidders and to the shareholders of Gold Reserve.\n\n\nAdditionally, pursuant to the Rights Plan, the Board of Directors has\nindefinitely extended the Separation Time (as defined in the Rights Plan)\ntriggered by the Non-Permitted Offer (as defined below).\n\n\nDetails of the amendment will be filed on SEDAR (www.sedar.com), EDGAR\n(www.sec.gov), and on Gold Reserve's website at www.goldreservinc.com.\n\n\nIn response to the unsolicited non-permitted offer by Rusoro Mining Ltd.\n(TSX Venture Exchange:RML) announced on December 15, 2008 (the "Non-Permitted\nOffer"), the Gold Reserve Board of Directors has formed an Independent\nCommittee of the Board comprised of James H. Coleman, Chairman of the\nIndependent Committee, Jean Charles Potvin, Chris D. Mikkelsen, and Patrick D.\nMcChesney. In addition, the Board has retained RBC Capital Markets and JP\nMorgan as financial advisors and Fasken Martineau DuMoulin LLP and Baker &\nMcKenzie LLP as legal advisors in connection with this Non-Permitted Offer as\nwell as other expert advisors. The committee, together with its financial and\nlegal advisors, is reviewing the terms of the Non-Permitted Offer and\nfollowing that review the Board will make a recommendation that is in the best\ninterests of shareholders.\n\n\nThe Non-Permitted Offer does not expire until January 21, 2009. Gold\nReserve urges shareholders to wait for the Board to make its recommendation\nbefore making a decision with respect to the Non-Permitted Offer.\n\n\nDoug Bela...

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