Atna Resources Adopts Shareholder Rights Plan
GOLDEN, Colo., April 30, 2012 /CNW/ - Atna Resources Ltd. ('Atna' or the 'Company')
announced today that its board of directors has adopted a shareholder rights plan (the 'Rights Plan'), effective April 27, 2012.The purpose of the Rights Plan is to provide shareholders and the board of directors with adequate time to consider and evaluate any unsolicited take-over bid made for Atna's common shares, provide the board of directors with adequate time to identify, develop and negotiate value-enhancing alternatives, and encourage the fair treatment of shareholders in connection with any take-over bid made for Atna's common shares. The Rights Plan is intended to prevent any person from acquiring beneficial ownership of more than 20% of the outstanding common shares of Atna while the board of directors' process is ongoing, or from entering into arrangements or relationships that have a similar effect.
Atna is not aware of any specific take-over bid for Atna that has been made or is contemplated.
The Rights Plan has been accepted for filing by the TSX, subject to certain conditions, including ratification by Atna's shareholders at its annual general & special meeting to be held on June 5, 2012. If ratified by the shareholders, the Rights Plan would continue in force until the end of Atna's first annual general meeting of shareholders following the third anniversary of the Rights Plan.
In order to implement the Rights Plan, the board of directors has authorized the issuance of the rights to holders of its common shares at the rate of one right for each common share outstanding. The rights will automatically attach to the common shares and no further action will be required by shareholders.
Pursuant to the terms of the Rights Plan, any bid that meets certain criteria intended to protect the interests of all shareholders will be deemed to be a 'permitted bid' and will not trigger the Rights Plan. These criteria require, among other things, that the bid be made by way of a take-over bid circular to all holders of voting shares other than the offeror under the bid, and remain open for acceptance by shareholders for at least 60 days. In the event a take-over bid does not meet the permitted bid requirements of the Rights Plan, the rights issued under the Rights Plan would entitle shareholders, other than any shareholder or shareholders involved in the take-over bid, to purchase additional common shares of Atna at a significant discount to the market price.
A copy of the Rights Plan is available in the Company's filings with Canadian securities regulators at www.sedar.com and with its the U.S. Securities and Exchange Commission, on EDGAR at www.sec.gov.
FOR FURTHER INFORMATION, CONTACT:
James Hesketh, President and CEO - (303) 278-8464
Valerie Kimball, Investor Relations - toll free (877) 692-8182
www.atna.com
SOURCE Atna Resources Ltd
Atna Resources Ltd
CONTACT: http://http://www.atna.com