Shareholder Rights Plan
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A.I.S. Resources Announces Adoption of Shareholder Rights Plan
Globenewswire· 2026-02-13 22:00
Core Viewpoint - A.I.S. Resources Limited has adopted a shareholder rights plan to ensure fair treatment of all shareholders during any takeover bids and to protect against creeping takeovers [1][2]. Group 1: Shareholder Rights Plan - The Rights Plan allows rights to be exercisable when an Acquiring Person attempts to acquire 20% or more of the outstanding shares without following the permitted bid provisions or Board approval [2]. - Upon exercise, each right entitles the holder (excluding the Acquiring Person and its affiliates) to purchase shares at a 50% discount to the market price at that time [2]. - The Rights Plan is effective immediately but requires ratification by shareholders at the 2026 annual general meeting on March 10, 2026, and final approval from the TSX Venture Exchange [3]. Group 2: Company Overview - A.I.S. Resources Limited is publicly traded on the TSX Venture Exchange and focuses on natural resource opportunities, aiming to unlock value through early-stage project acquisitions and development support [4]. - The company is guided by a team of experienced professionals in engineering, geology, and finance with a successful track record in capital markets [4].
QIMC Adopts Shareholder Rights Plan to Enhance Shareholder Protection and Protect Long-Term Value
TMX Newsfile· 2026-01-15 12:00
Core Viewpoint - Québec Innovative Materials Corp. (QIMC) has adopted a Shareholder Rights Plan to protect shareholders and ensure fair treatment in potential acquisition offers [1][2][4]. Group 1: Shareholder Rights Plan Details - The Shareholder Rights Plan aims to provide fair treatment to all shareholders during acquisition offers and allows the Board to explore alternatives to unsolicited takeover bids [2][3]. - The plan requires ratification by shareholders within 90 days and will have an initial term of three years if approved [3]. - If not ratified within six months, the plan will terminate [3]. Group 2: Context and Rationale - The plan was not adopted in response to any specific takeover bid but was prompted by increased trading volume, which raises the risk of 'creeping bids' that could affect shareholder value [4]. - The Board believes that governance measures like the Shareholder Rights Plan are essential for protecting long-term value while pursuing strategic objectives [6]. Group 3: Company Overview - QIMC is focused on mining exploration and development, particularly in natural hydrogen and high-grade silica deposits across North America [7]. - The company is committed to sustainable development and supporting clean energy solutions for a carbon-neutral economy [8].
ReconAfrica Announces Adoption of Shareholder Rights Plan
Globenewswire· 2026-01-09 23:00
Core Viewpoint - Reconnaissance Energy Africa Ltd. has adopted a Shareholder Rights Plan to protect its shareholders and provide time to evaluate any unsolicited takeover bids in the future [2][3]. Group 1: Shareholder Rights Plan - The Shareholder Rights Plan is designed to give the Board and shareholders adequate time to assess unsolicited offers and explore alternatives that enhance value [2]. - The plan has been conditionally accepted by the TSX Venture Exchange and requires ratification by shareholders at the upcoming Annual General Meeting scheduled for February 19, 2026 [3]. - If ratified, the Shareholder Rights Plan will remain in effect for three years from the date of formal approval [3]. Group 2: Company Overview - ReconAfrica is a Canadian oil and gas company focused on exploring the Damara Fold Belt and Kavango Rift Basin in northeastern Namibia, southeastern Angola, and northwestern Botswana, holding approximately 13 million contiguous acres of petroleum licenses [4]. - The company also operates in the Ngulu block located in shallow waters offshore Gabon [4]. - ReconAfrica is committed to minimizing habitat disturbance and adhering to international environmental and social best practices in its operations [4].
Atomic Minerals Lists on OTCQB, Enters into Marketing Services Agreement and Reports Results of AGM
TMX Newsfile· 2025-12-19 23:00
Core Viewpoint - Atomic Minerals Corporation has commenced trading on the OTCQB Venture Market, enhancing its visibility and liquidity among American investors [1][2]. Company Developments - The company's shares began trading on the OTCQB under the symbol "ATMMF" on December 11, 2025, while continuing to trade on the TSX Venture Exchange as "ATOM" and on the Frankfurt Stock Exchange as "D08" [1][3]. - A marketing services agreement has been established with Capitaliz for digital marketing and investor awareness services, with a budget of up to CAD 200,000 for an initial term of three months [4]. - The results of the 2025 annual general meeting held on November 21, 2025, showed that all resolutions were approved, including the election of board members and the re-appointment of Crowe MacKay LLP as auditors [6]. - Shareholders ratified a new Omnibus Incentive Plan, which includes 10% stock options and 10% restricted share units, replacing the previous 2023 Stock Option Plan [7]. - A shareholder rights plan effective October 14, 2025, was also ratified by shareholders, which had been previously announced and filed [8]. Company Profile - Atomic Minerals Corporation is a publicly listed exploration company on the TSX Venture Exchange, focusing on identifying uranium exploration opportunities in underexplored regions with stable geopolitical and economic environments [9]. - The company's property portfolio includes uranium projects in three North American locations, with significant technical merit and historical production, including areas on the Colorado Plateau and in the Athabasca Basin [10].
Atomic Minerals Announces Non-Brokered LIFE Offering and Concurrent Private Placement of up to $1.8M and Adoption of Shareholder Rights Plan
Newsfile· 2025-11-19 12:00
Core Viewpoint - Atomic Minerals Corporation is conducting a non-brokered private placement to raise up to $1.8 million through a LIFE Offering and a Concurrent Private Placement, aimed at funding uranium exploration projects in Saskatchewan and the U.S. [1][6] Group 1: Financing Details - The LIFE Offering consists of up to 12,000,000 units priced at $0.05 per unit, aiming for gross proceeds of up to $600,000 [1] - The Concurrent Private Placement will offer up to 24,000,000 units at the same price, targeting gross proceeds of up to $1,200,000 [1] - Each unit includes one common share and one-half of a common share purchase warrant, with warrants exercisable at $0.10 for 12 months [2] Group 2: Use of Proceeds - The net proceeds from both offerings will be utilized for exploration activities at uranium projects in Saskatchewan and the Colorado Plateau, as well as for general administrative expenses [6] Group 3: Shareholder Rights Plan - The company has adopted a shareholder rights plan effective October 14, 2025, to ensure fair treatment of all shareholders during unsolicited take-over bids [9][10] - The plan includes provisions for rights attached to shares that become exercisable if an acquiring person obtains 20% or more of the voting securities without complying with the plan [11] - The plan is subject to ratification by shareholders at the upcoming annual general meeting on November 21, 2025 [12] Group 4: Market Making Engagement - Atomic Minerals has engaged Independent Trading Group as a market maker to enhance liquidity and maintain a reasonable market for its shares [13] - The market-making agreement includes a monthly compensation of CAD$6,000 plus GST, with an initial term of one month [14]
Lifeway Foods Extends Existing Shareholder Rights Plan
Prnewswire· 2025-10-29 20:45
Core Viewpoint - Lifeway Foods, Inc. has extended its Shareholder Rights Agreement for one year to protect against potential control acquisition by shareholders without fair compensation [2][3]. Group 1: Shareholder Rights Agreement - The Board of Directors approved an amendment to extend the expiration date of the Rights Plan to October 29, 2026, while all other terms remain unchanged [1][3]. - The decision to extend the Rights Plan was based on concerns about the company's concentrated share ownership, which could allow a shareholder or group to gain de facto control without paying a control premium [2][3]. - The Rights Plan aims to ensure that all shareholders can realize the full value of their investment and to guard against tactics that could lead to a transfer of control without premium payment [3]. Group 2: Company Overview - Lifeway Foods is recognized as a leading supplier of kefir and fermented probiotic products in the U.S., with a diverse product line including drinkable kefir and various cheeses [5]. - The company has received accolades such as being named one of America's Growth Leaders by TIME and Dairy Foods' Processor of the Year 2025 [5]. - Lifeway's products are distributed across multiple countries, including the U.S., Mexico, Ireland, South Africa, the UAE, and France [5].
Sylogist Announces Governance Changes to Drive Growth and Value Creation
Globenewswire· 2025-10-28 13:10
Core Viewpoint - Sylogist Ltd. is implementing proactive governance updates to enhance growth and value creation, including board chair succession planning and the adoption of a shareholder rights plan [1][4][5]. Governance Updates - Barry Foster will step down as Chair of the board at the next annual meeting, initiating a succession planning process while remaining a director [1][2]. - The Nominating & Governance Committee, chaired by Kim Fennell, will oversee the board chair succession planning [2]. Shareholder Engagement - A special committee was formed on September 12, 2025, to address a threatened shareholder meeting requisition, engaging with shareholders representing over 50% of Sylogist's shares [3]. Shareholder Rights Plan - The board has adopted a new shareholder rights plan effective October 27, 2025, designed to ensure fair treatment of all shareholders during take-over bids and to protect against "creeping bids" [4][5]. - The rights plan requires ratification by shareholders within six months, with a special meeting expected to be called for this purpose [6].
Military Metals to Adopt Shareholder Rights Plan
Newsfile· 2025-10-23 11:30
Core Viewpoint - Military Metals Corp. intends to adopt a shareholder rights plan to protect shareholders from potential hostile takeover attempts, ensuring any change of control occurs through a fair and transparent process [1][2]. Group 1: Shareholder Rights Plan - The Rights Plan will be subject to ratification by shareholders at the upcoming Annual General Meeting, scheduled in approximately three months [1]. - The plan is not in response to any specific takeover proposal but is a proactive measure due to increased trading volume and potential 'creeping bids' [1][3]. - The Rights Plan will grant all shareholders, excluding hostile bidders, the right to acquire shares at a discount to the current market price, ensuring fair treatment for all shareholders [2][6]. Group 2: Strategic Objectives - The Board believes that adopting the Rights Plan is prudent in light of recent hostile takeover attempts in the critical minerals sector, such as the unsolicited bid by US Antimony Corp for Lorvotto Resources [2]. - The plan aims to provide the Board with adequate time to evaluate any takeover bid and explore alternatives to maximize shareholder value [6]. Group 3: Company Overview - Military Metals Corp. is a British Columbia-based mineral exploration company focused on the acquisition, exploration, and development of mineral properties, particularly antimony [4].
HydroGraph Announces Adoption of Shareholder Rights Plan
Globenewswire· 2025-09-29 12:00
Core Points - HydroGraph Clean Power Inc. has adopted a Shareholder Rights Plan to ensure fair treatment of all shareholders in the event of unsolicited take-over bids [1][2] - The plan is not in response to any specific take-over bid and there are no known pending proposals for acquisition [3] - The Shareholder Rights Plan requires ratification by shareholders within six months and, if approved, will have an initial term of three years [4] Summary of the Shareholder Rights Plan - The plan aims to provide the Board with the opportunity to identify and negotiate value-enhancing alternatives to unsolicited take-over bids [2] - A summary of the principal terms will be included in the Management Information Circular sent to shareholders prior to the meeting [5] - The complete Shareholder Rights Plan will be filed on the Company's profile pages on SEDAR+ [5] Company Overview - HydroGraph Clean Power Inc. produces high-purity graphene through a patented explosion synthesis process, setting a new industry standard [6]
DallasNews Corporation Rejects Unsolicited Non-Binding Proposal from Affiliate of Alden Global Capital
Globenewswire· 2025-07-28 11:30
Core Viewpoint - DallasNews Corporation has rejected an unsolicited acquisition proposal from MNG Enterprises, Inc. and reaffirmed its commitment to a merger agreement with Hearst, which has been amended to increase the purchase price from $14.00 to $15.00 per share in cash [2][5]. Summary by Sections Acquisition Proposals - DallasNews received a non-binding proposal from MNG Enterprises to acquire its shares at $16.50 per share, which was reviewed and rejected by the Board [2][4]. - The Board concluded that the Alden Proposal does not qualify as a "Superior Proposal" under the existing Hearst Merger Agreement [4]. Hearst Merger Agreement - On July 9, 2025, DallasNews entered into a definitive agreement with Hearst to acquire all outstanding shares at $14.00 per share, which was later amended to $15.00 per share at the Board's request [3][5]. - Robert W. Decherd, who controls a significant portion of the voting power, has committed to vote in favor of the Hearst merger and against alternative proposals [3][4]. Shareholder Rights Plan - The Board adopted a shareholder rights plan to protect against potential hostile takeovers, particularly in response to the Alden Proposal [6][7]. - The rights plan allows shareholders to purchase additional shares at a discounted price if a person or group acquires 10% or more of the Company's Series A common stock without Board approval [8][9]. - The rights plan is effective immediately and will expire on July 26, 2026, unless terminated earlier [10]. Financial Advisory - J.P. Morgan Securities LLC is serving as the exclusive financial advisor to DallasNews, while Haynes Boone is providing legal advice [11].