Business
Virgin Metals Adopts Shareholder Rights Plan and Provides Update on Activities
TSX Symbol: VGM Shares Outstanding: 78,951,885
About this update from Minera Alamos Inc.
[{"type":"text","content":"\n\n\n\nTSX\n\n\nSymbol: VGM\n\n\nShares Outstanding: 78,951,885\n\n\nTORONTO, Feb. 11 /CNW Telbec/ - Virgin Metals Inc. (TSX: VGM) ("Virgin\nMetals" or the "Company") reports that the Board of Directors has adopted a\nshareholder rights plan ("Rights Plan") effective February 11, 2008. The\nRights Plan is designed to provide adequate time for shareholders of Virgin\nMetals and the Board of Directors to consider and evaluate any unsolicited\ntake-over bid for the Company; to provide the Board adequate time to identify,\ndevelop and negotiate alternatives for maximizing shareholder value; to\nprovide shareholders with an equal opportunity to participate in any take-over\nbid; to encourage the fair treatment of shareholders in the event of any bids\nfor Virgin Metals; and, to ensure that any proposed transaction is in the best\ninterest of Virgin Metals' shareholders. Virgin Metals is not aware of any\npending or threatened take-over bid for the Company.\n\n\nThe Rights Plan is effective immediately subject to ratification by\nVirgin Metals shareholders, which will be sought at the Annual and Special\nMeeting of Shareholders which is expected to be held on or about May 6, 2008.\n\n\nThe Rights Plan, which has a term of three years, is similar to those\nadopted by other Canadian listed companies and is consistent with current\nCanadian corporate practice and institutional investor guidelines. The Rights\nissued under the Rights Plan will become exercisable only if a person,\ntogether with its affiliates, associates and joint actors acquires or\nannounces the intention to acquire beneficial ownership of Virgin Metals\nshares which when aggregated with its current holdings total 20% or more of\nVirgin Metals' outstanding common shares (determined in the manner set out in\nthe Rights Plan), other than a Permitted Bid (as defined in the Rights Plan).\n\n\nA Permitted Bid must be made by way of a take-over bid circular prepared\nin compliance with applicable securities laws, and, among other conditions,\nmust remain open for 60 days and may be taken up only if more than 50% of the\nshares held by shareholders other than the bidder have been tendered to the\nbid. In the event that the take-over bid does not meet the Permitted Bid\nrequirements of the Rights Plan, the Rights will entitle shareholders, other\n...