Eagle Plains Shareholders Approve Shareholder Protection Rights Plan
Cranbrook, B.C.: Eagle Plains Resources Ltd. (EPL:CDNX) is pleased to announce that shareholders have approved the Shareholder Protection Rights Plan Agreement (the "Rights Plan") at the annual and special shareholders meeting held in Calgary, Alberta on May 30, 2000. The directors are now authorized to implement the Rights Plan, at such time and under such circumstances as the directors, in their sole discretion, shall determine.
The approval of the Rights Plan is not in response to management's anticipation of any specific current acquisition or transaction, is not intended to prevent a takeover of the Company or to secure continuance in office of management or the directors. The purpose of the Rights Plan is to give adequate time for the shareholders of the Company to properly assess the merits of a takeover bid without undue pressure and to allow competing bids to emerge. The Rights Plan is further designed to give the board of directors time to consider alternatives thereby allowing shareholders to receive full and fair value for their common shares. The Rights Plan may increase the price to be paid by a potential offeror to obtain control of the Company and may discourage certain transactions. The adoption of the Rights Plan does not detract in any way from or lessen the duties of the board of directors to act honestly and in good faith with a view to the best interests of the Company and its shareholders and to act in accordance with such standards when considering a bid made for the common shares of the Company.
The Rights Plan, when implemented, attaches one right to each common share now existing and all shares issued in the future (the "Rights") and the Rights are not exercisable or independently transferable until separated from the underlying common share ("Separation"). Separation occurs 10 days after an individual or group (the "Bidder") acquires or seeks to acquire 20% or more of the voting securities held by the Company (a "Take Over Bid"). Upon Separation, the Rights attached to the securities held by the Bidder are automatically voided while the remaining Rights are exercisable at a substantial discount. As a result, the Bidder will be substantially diluted thereby providing additional time for competing bids to surface and for the shareholders and board of directors to assess various options.
On behalf of the Board of Directors
Signed
“Tim J. Termuende”
President and CEO
For further information on EPL, please contact Mike Labach at 1 866 HUNT ORE (486 8673)
Email: mgl@eagleplains.com or visit our website at http://www.eagleplains.com
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