TORONTO, Aug. 28 /CNW/ - Galway Resources Ltd. (GWY:TSX-V) announced
today that its Board of Directors has approved the adoption of a shareholder
rights plan agreement (the "Rights Plan"). The Rights Plan is being adopted to
ensure the fair treatment of all Galway's shareholders in connection with any
take-over bid for the outstanding common shares of Galway. The Rights Plan is
intended to provide shareholders with adequate time to properly evaluate and
assess a take-over bid without facing undue pressure or coercion. The Rights
Plan also provides the Board of Directors of Galway with additional time to
consider any take-over bid and, if applicable, to explore alternative
transactions in order to maximize shareholder value.
The Rights Plan is not designed to prevent take-over bids that treat
Galway's shareholders fairly. Pursuant to the terms of the Rights Plan, any
bid that meets certain criteria intended to protect the interests of all
shareholders are deemed to be "Permitted Bids". A Permitted Bid must be made
by way of a take-over bid circular prepared in compliance with applicable
securities laws and, in addition to certain other conditions, must remain open
for 60 days. In the event a take-over bid does not meet the Permitted Bid
requirements of the Rights Plan, the rights issued under the plan will entitle
shareholders, other than any shareholder or shareholders involved in the
take-over bid, to purchase additional common shares of the Company at a
significant discount to the market price of the common shares at that time.
The Rights Plan is not being adopted in response to any proposal to acquire
control of Galway.
The Rights Plan is subject to approval by the TSX Venture Exchange (the
"Exchange") and in accordance with the policies of the Exchange will be
presented for ratification by the shareholders of Galway within 6 months. If
ratified by shareholders, the Rights Plan will have an initial term of three
The major focus of the Company is:
1: To take full advantage of the recently acquired gold properties
located on the California Gold Trend (Colombia). Recent results
confirm historical data indicating Galway's concessions are on trend
with Ventana's La Bodega-La Mascota project's and Greystar's
Angostura project. Drilling is expected to begin on the California
properties during the fourth quarter of 2009.
2: On the coal front, Prodeco will begin drilling at Galway's GALCA
project in early October 2009.
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.
Forward Looking Statements: Some statements in this news release contain
forward-looking information. These statements include, but are not limited to,
statements with respect to future exploration, development and production
activities, future studies and reports, and future expenditures. These
statements address future events and conditions and, as such, involve known
and unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements to be materially different from any
future results, performance or achievements expressed or implied by the
statements. Such factors include, among others, the use of proceeds, the
timing and success of future exploration, development and production
activities, the timing and completion of future reports and studies, and the
timing and amount of expenditures.
For further information:
For further information: Galway Resources, Robert Hinchcliffe, President
and Director, 1-800-475-2412, www.galwayresources.com