VANCOUVER, March 8, 2012 /CNW/ - Copper North Mining Corp. ("Copper North" or the "Company") (TSX.V: COL) announces that it has adopted a Shareholder Rights Plan ("Rights Plan").
The Rights Plan, which took effect March 7, 2012, has been adopted in order to ensure the fair treatment of Copper North's shareholders in the event of an unsolicited take-over bid and to provide Copper North's Board of Directors and its shareholders adequate time to consider and evaluate any such take-over bid and, if appropriate, seek alternatives to maximize shareholder value.
The adoption of the Rights Plan is not in response to a proposal to acquire control of Copper North. At this time the Company is not aware of any such transaction that would trigger the provisions of the Rights Plan.
Under the provisions of the Rights Plan, one right (a "Right") was issued for each common share outstanding as of March 7, 2012. The Rights will initially be represented by the certificates representing the common shares of the Company.
Subject to the terms of the Rights Plan and to certain exceptions provided therein, the Rights will become exercisable in the event any person, together with joint actors, acquires or announces its intention to acquire 20% or more of Copper North's outstanding shares without complying with the "Permitted Bid" provisions of the Rights Plan or where the application of the Rights Plan is waived in accordance with its terms. If a take-over is completed without complying with the requirements of the Rights Plan or where the application of the Rights Plan is not waived in accordance with it terms, the Rights holders (other than the acquiring person and its joint actors) will be entitled to purchase additional common shares of the Company at one-half the prevailing market price at that time.
The Rights Plan is not intended to prevent take-over bids. Under the Rights Plan, a bid that, among other things, is made to all shareholders on identical terms and conditions and that is open for at least 60 days may constitute a "Permitted Bid".
The TSX Venture Exchange has accepted the Rights Plan, subject to shareholder approval within six months. Copper North intends to obtain such approval at its next Annual General Meeting to be held near the end of June 2012.
A copy of the Rights Plan will be available on Sedar at www.sedar.com
About Copper North
Copper North is a Canadian mineral exploration and development company. Copper North's mineral resource assets include the Carmacks Copper Mine located in the Yukon, and the high-grade, stratiform-copper Redstone Deposit, located in the Northwest Territories. Copper North trades on the TSX Venture Exchange under the symbol COL. Please visit www.coppernorthmining.com.
On behalf of the Board of Directors:
"Sally L. Eyre"
Dr. Sally L. Eyre
President, CEO and Director
This news release includes certain "forward-looking statements" There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that the Company believes are reasonable. Forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that could cause actual results to differ materially from those express or implied in such forward-looking statements. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.
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.
For further information:
Peter Oates, Manager, Investor Relations