03:00:31 EDT Fri 26 Apr 2024
Enter Symbol
or Name
USA
CA



Red Eagle Mining Corp
Symbol RD
Shares Issued 73,932,714
Close 2014-07-25 C$ 0.265
Market Cap C$ 19,592,169
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Red Eagle Mining swallows poison pill

2014-07-28 11:48 ET - News Release

Mr. Ian Slater reports

RED EAGLE MINING ADOPTS SHAREHOLDER RIGHTS PLAN

Red Eagle Mining Corp.'s board of directors has adopted a shareholder rights plan agreement. The rights plan is effective immediately and is subject to ratification by shareholders of Red Eagle Mining at its next annual general meeting to be held no later than Jan. 17, 2015. The rights plan is also subject to the approval of the TSX Venture Exchange. Red Eagle Mining is not aware of any pending or threatened takeover bids for Red Eagle Mining. The rights plan is similar to rights plans adopted by other Canadian companies and ratified by their shareholders.

The object of the rights plan is to protect Red Eagle Mining's shareholders from unfair, abusive or coercive takeover strategies, including the acquisition of control of Red Eagle Mining through a takeover bid that does not treat all shareholders equally or fairly. The shareholder rights plan will ensure that shareholders will have adequate time to properly assess the merits of any proposed takeover bid or similar transaction involving the shares of Red Eagle Mining without undue pressure, will encourage the development of alternative transactions or competing takeover bids under the circumstances, and will give the directors adequate time to fully consider any such takeover bid or similar transaction and any alternative transaction that may be proposed.

On the occurrence of certain triggering events, including the acquisition by a person or group of 20 per cent or more of the votes attached to all outstanding voting shares of Red Eagle Mining in a transaction not approved by the board of directors, the rights plan will entitle the holders (other than those held by the acquiring person or group) to acquire shares of Red Eagle Mining at a 50-per-cent discount to the market price. The rights are not triggered by the purchase of shares made pursuant to a permitted bid, which is a takeover bid made to all holders of shares on identical terms. A permitted bid must be made by way of a takeover bid circular prepared in compliance with applicable securities law and must comply with certain other conditions.

If ratified by the shareholders of Red Eagle Mining, the rights plan will have a term of three years. The rights plan is also subject to the execution of a definitive agreement with Red Eagle Mining's transfer agent.

We seek Safe Harbor.

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