(Source: Business Wire)
Mines Management, Inc. (NYSE Amex:MGN)(TSX:MGT) is pleased to report that its Board of Directors has adopted a shareholder rights plan (the "Rights Plan"), following 71% approval by shareholders at the Company's annual meeting held on June 18, 2009. In accordance with the terms of the Rights Plan, the Board of Directors declared a dividend distribution of one preferred share purchase right (a "Right") on each outstanding share of the Company's common stock. In addition, Russell Babcock was reelected as a director by a vote of 96%.
Glenn Dobbs, President of the Company, stated: "The Rights are intended to enable all of the Company's shareholders to realize the long-term value of their investment in the Company. The Rights are designed to assure that all of the Company's shareholders receive fair and equal treatment in the event of any proposed takeover of the Company. The Rights are not being adopted in response to any specific takeover threat, but rather are a response to the general takeover environment and stock market valuations that do not reflect the Company's long-term value. It is important to note that the Rights will not prevent a takeover but should encourage anyone seeking to acquire the Company to negotiate with the Board prior to attempting a takeover."
The Rights will be exercisable only if a person or group acquires 20% or more of the Company's outstanding shares of common stock or commences a tender offer the consummation of which would result in ownership by a person or group of 20% or more of the outstanding shares of common stock. Each Right will entitle shareholders to buy one one-thousandth of a share of a new series of preferred stock at an exercise price of $12.00.
Subject to certain exceptions, if a person or group acquires 20% or more of the Company's outstanding shares of common stock, each Right will entitle its holder (other than the person or group that acquired 20% or more of the Company's outstanding shares of common stock) to purchase, at the Right's then-current exercise price, a number of the Company's shares of common stock having a market value of twice such price. In addition, if the Company is acquired in a merger or other business combination transaction after a person has acquired 20% or more of the Company's outstanding shares of common stock, each Right will entitle its holder to purchase, at the Right's then-current exercise price, a number of the acquiring company's common shares having a market value of twice such price. The acquiring person will not be entitled to exercise these Rights.
Prior to the acquisition by a person or group of beneficial ownership of 20% or more of the Company's outstanding shares of common stock, the Rights are redeemable for $0.001 per Right at the option of the Board of Directors of the Company.
The dividend distribution will be made on June 18, 2009, payable to shareholders of record on that date and is not taxable to shareholders. The Rights will expire on June 18, 2019. The full text of the Rights Plan will be filed with the Securities and Exchange Commission (the "SEC") on a Current Report on Form 8-K.
Mines Management, Inc. is a U.S.-based mineral exploration company in the business of acquiring, exploring and developing precious and base metals deposits. The Montanore Silver-Copper Project is the Company's primary focus, and is located in northwestern Montana.
Some information contained in or incorporated by reference into this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as "should," "may," "will," "anticipate," "estimate," "intend" or "continue," or comparable words or phrases. In addition, all statements other than statements of historical facts that address activities that the Company intends, expects or anticipates will or may occur in the future are forward-looking statements. Readers are encouraged to read the Company's reports filed with the SEC, particularly the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2009, and the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2008, for cautionary language disclosing why actual results may vary materially from those anticipated by management.
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