Prophecy Announces Adoption of Shareholder Rights Plan
2011年7月21日 - 6:51AM
Marketwired
Prophecy Coal Corp. ("Prophecy") (TSX VENTURE: PCY)(OTCQX:
PRPCF)(FRANKFURT: 1P2) (the "Company") announces that it has
adopted a shareholder rights plan (the "Rights Plan") designed to
encourage the fair treatment of its shareholders in the event of an
unsolicited take-over bid for shares of the Company. The Rights
Plan is designed to give the Company's shareholders sufficient time
to properly assess a take-over bid without undue pressure and to
give the Company's Board of Directors time to consider alternatives
that allow the Company's shareholders to receive full and fair
value for their common shares.
John Lee, Chairman of Prophecy Coal states: "Prophecy management
believes the company is very undervalued, thus vulnerable given the
rise in value of its equity holding in Prophecy Platinum."
Pursuant to the Rights Plan, each holder of record of the
outstanding common shares of the Company at 5:00 p.m. (PST) on July
20, 2011 will be issued one right per common share. The rights will
trade with the common shares and be represented by the certificates
representing common shares. Although the Rights Plan is effective
immediately, it is subject to TSX Venture Exchange approval and
must be ratified by the shareholders of the Company within six (6)
months of its adoption. The Rights Plan will be submitted to the
shareholders of the Company for ratification at an extraordinary
meeting of shareholders which is anticipated to be held in November
or December of 2011.
A copy of the Rights Plan will be posted on SEDAR and on the
website of the Company at the website address listed below.
The Rights Plan is similar to shareholder rights plans adopted
by numerous other Canadian corporations. Neither the Board nor
senior management of the Company is aware of any current, pending
or threatened take-over bid for the Company.
About Prophecy Coal
Prophecy Coal Corp. (formerly Prophecy Resource Corp) is a
Mongolian coal company engaged in developing energy projects. The
company controls over 1.4 billion tonnes of surface minable thermal
coal resources on two coal properties in Mongolia. Prophecy's Ulaan
Ovoo thermal coal mine has been commissioned and its Chandgana mine
mouth power plant is currently being permitted. Prophecy also owns
22.5 million common shares in Prophecy Platinum Corp. (TSX VENTURE:
NKL), as well as shares in Victory Nickel Inc. and Compliance
Energy Corp. Mineral resources that are not mineral reserves do not
have demonstrated economic viability. Further information can be
found at www.prophecycoal.com.
ON BEHALF OF THE BOARD OF DIRECTORS of Prophecy Coal Corp.
John Lee, Chairman
Forward Looking Statements: This news release includes certain
statements that may be deemed "forward-looking statements". All
statements in this release, other than statements of historical
facts, including, without limitation, statements regarding future
shipments of coal, expected transportation savings, future sales,
and future plans and objectives of the company are forward-looking
statements that involve various risks and uncertainties. Although
Prophecy believes the expectations expressed in such
forward-looking statements are based on reasonable assumptions,
such statements are not guarantees of future performance and actual
results or developments may differ materially from those in the
forward-looking statements. Forward-looking statements are based on
a number of material factors and assumptions. Factors that could
cause actual results to differ materially from those in
forward-looking statements include unsuccessful exploration
results, changes in project parameters as plans continue to be
refined, results of future resource estimates, future coal prices,
availability of capital and financing on acceptable terms, general
economic, market or business conditions, risks associated with
operating in foreign jurisdictions, uninsured risks, regulatory
changes, defects in title, availability of personnel, materials and
equipment on a timely basis, accidents or equipment breakdowns,
delays in receiving government approvals, unanticipated
environmental impacts on operations and costs to remedy same, and
other exploration or other risks detailed herein and from time to
time in the filings made by the companies with securities
regulators. Mineral exploration and development of mines is an
inherently risky business. Accordingly the actual events may differ
materially from those projected in the forward-looking statements.
For more information on Prophecy and the risks and challenges of
its business, investors should review filings that are available at
www.sedar.com.
This press release does not constitute an offer to sell or a
solicitation to buy any of the securities in the United States. The
securities have not been and will not be registered under the
United States Securities Act of 1933, as amended ("the U.S.
Securities Act") or any state securities law and may not be offered
or sold in the United States or to U.S. Persons unless registered
under the U.S. Securities Act and applicable state securities laws
or an exemption from such registration is available.
"Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release."
Contacts: Prophecy Coal Corp. David Jan Chief Financial Officer
1-800-358-5865 djan@prophecycoal.com www.prophecycoal.com
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