Crown adopts shareholder rights plan.DENVER--(BUSINESS WIRE)--July 26, 1995--Crown Resources Corporation today announced that its board of directors has adopted a shareholder rights plan designed to insure that all of the company's shareholders receive fair and equal treatment in the event of any proposal to acquire the company. The board declared a distribution of one right for each share of common stock outstanding on July 25, 1995. Common stock issued after July 25, 1995 will be issued with an attached right. Each right entitles the holder to purchase 1/100th of one share of a new series of preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. , designated Series B preferred stock, at an initial exercise price of $25. Initially, the rights will be attached to the common stock and will not be exercisable. They become exercisable only following the acquisition by a person or group of 15 percent or more of the outstanding common stock of the announcement of a tender offer or exchange offer to acquire 15 percent or more of the outstanding common stock. If the rights become exercisable and, thereafter, a person acquires 15 percent or more of the common stock other than in certain kinds of tender offers, each right (other than rights held by such person, which become void) will entitle en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: the holder to purchase, at the exercise price, common stock having a market value equal to twice the exercise price. If the rights become exercisable and, thereafter, the company is merged into another corporation, each right will entitle the holder to purchase, at the exercise price, common stock of the surviving corporation having a market value equal to twice the exercise price. In addition, the board has the power, in certain circumstances, to declare certain persons who own ten percent or more of the outstanding common stock to be adverse persons with the result that any rights owned by such persons become void and each remaining right will entitle the holder to purchase, at the exercise price, common stock having a market value equal to twice the exercise price. In certain circumstances, the rights may be redeemed re·deem tr.v. re·deemed, re·deem·ing, re·deems 1. To recover ownership of by paying a specified sum. 2. To pay off (a promissory note, for example). 3. by the company. If not redeemed, they will expire July 25, 2005. "The rights plan was adopted by the company after extensive consideration by the board, in consultation with its legal and financial advisors," said Mark Jones, the company's chairman. "It is designed to protect the interests of our shareholders in the event of abusive Tending to deceive; practicing abuse; prone to ill-treat by coarse, insulting words or harmful acts. Using ill treatment; injurious, improper, hurtful, offensive, reproachful. or unfair takeover tactics and is not designed to prevent the acquisition of the company on fair and non-coercive terms. "The company currently has no shareholder with an interest of 15 percent or more. The company does not have before it any offer or proposal to acquire the company." Crown is listed on the NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on National Market System under the trading symbol Trading symbol See: Ticker symbol CRRS CRRS Comprehensive Records Retention Schedule CRRS Combat Readiness Reporting System CRRS Comprehensive Risk Reduction Specialist and on the Toronto Stock Exchange Toronto Stock Exchange (TSE) Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options. under the symbol CRO. CONTACT: Crown Resources Corp., Denver Christopher E. Herald, 303/295-2171 |
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