TORONTO, Aug. 5, 2015 /CNW/ - AuRico Metals Inc.
(TSX: AMI),("AuRico Metals" or the "Company") today announced
that its Board of Directors has approved the adoption of a
Shareholder Rights Plan (the "Rights Plan"), effective Wednesday, August 5, 2015 (the "Effective
Date").
The purpose of the Rights Plan is to protect shareholders from
coercive take-over strategies and to give the Board of Directors
adequate time to identify, develop and negotiate alternative
strategies in response to any unsolicited take-over bid made for
AuRico Metals' common shares without undue pressure. The
Rights Plan is intended to prevent the acquisition of more than 20%
of the outstanding common shares of AuRico Metals or the
entering into of arrangements or relationships that have a similar
effect, without the Board of Directors having had the opportunity
to review, evaluate and, if appropriate, pursue other alternatives
to maximize shareholder value.
Under the terms of the Shareholder Rights Plan, one right has
been issued with respect to each common share of AuRico Metals
issued and outstanding as of the Effective Date and one right will
also be issued with respect to each common share subsequently
issued. The Rights Plan is similar to other plans adopted by many
Canadian mining companies.
The Shareholder Rights Plan was not adopted in response to any
specific proposal or intention to acquire control of AuRico Metals
and is not intended to block take-over bids. The Toronto
Stock Exchange has accepted notice for filing of the Rights Plan
subject to the Rights Plan being ratified by shareholders within
six months of the Effective Date.
In connection with the implementation of the Shareholder Rights
Plan, AuRico Metals has agreed with Alamos Gold ("Alamos") to waive
the restriction on Alamos from acquiring more than 5% of AuRico
Metals' shares.
A complete copy of the Shareholder Rights Plan will be available
on SEDAR at www.sedar.com.
About AuRico Metals
AuRico Metals is a mining royalty and development company whose
cornerstone assets include a 1.5% NSR on the Young-Davidson Gold
Mine, located in Ontario, Canada,
a 2% NSR on the Fosterville Mine, located in Victoria, Australia, and 100% ownership of the
advanced Kemess gold-copper Project in British Columbia, Canada. AuRico Metals' goal
is to deliver sustained value creation for the company's many
stakeholders. AuRico Metals' head office is located in Toronto, Ontario, Canada.
Cautionary Statement
This press release contains forward-looking statements and
forward-looking information as defined under Canadian and U.S.
securities laws. All statements, other than statements of
historical fact, are forward-looking statements. The words
"expect", "believe", "anticipate", "will", "intend", "estimate",
"forecast", "budget" and similar expressions identify
forward-looking statements. Forward-looking statements include
information as to strategy, plans or future financial or operating
performance, such as the Company's development plans, project
timelines, operating plans, projected cash flows or capital
expenditures, cost estimates, projected exploration results,
reserve and resource estimates and other statements that express
management's expectations or estimates of future performance,
including results of shareholder meetings. Forward-looking
statements are necessarily based upon a number of factors and
assumptions that, while considered reasonable by management, are
inherently subject to significant uncertainties and contingencies.
Known and unknown factors could cause actual results to differ
materially from those projected in the forward-looking statements,
including: uncertainty of production and cost estimates;
fluctuations in the prices of gold, copper, and foreign exchange
rates; the uncertainty of resources ultimately being converted to
reserves and the possible recalculation or reduction of
reserves and resources; the risk that financing for the
construction of Kemess Underground is not available; the risk that
potential future mining operations at Kemess do not meet
expectations; the risk that projects will not be developed
according to budgets or timelines, changes in laws in Canada and other jurisdictions in which the
Company may carry on business; risks of obtaining necessary
licenses, permits or approvals for Kemess; disputes over title to
properties; the speculative nature of mineral exploration and
development; compliance risks with respect to current and future
environmental regulations;opportunities that may be pursued by the
Company; employee relations; availability and costs of mining
inputs and labor; the ability to secure capital to execute business
plans; volatility of the Company's share price; the effect of
future financings; litigation; risk of loss due to sabotage and
civil disturbances; the values of assets and liabilities based on
projected future cash flows; risks arising from derivative
instruments or the absence of hedging; adequacy of internal control
over financial reporting; changes in credit rating; and the impact
of inflation. Actual results and developments are likely to differ,
and may differ materially, from those expressed or implied by the
forward-looking statements contained herein. Such statements are
based on a number of assumptions which may prove to be incorrect,
including assumptions about: business and economic conditions;
commodity prices and the price of key inputs such as labour, fuel
and electricity; credit market conditions and conditions in
financial markets generally; revenue and cash flow estimates,
production levels, development schedules and the associated costs;
ability to procure equipment and supplies and ability to do so on a
timely basis; the timing of the receipt of permits and other
approvals for projects and operations; the ability to attract and
retain skilled employees and contractors for the operations; the
accuracy of reserve and resource estimates; the impact of changes
in currency exchange rates on costs and results; interest rates;
taxation; and ongoing relations with employees and business
partners. The Company disclaims any intention or obligation to
update or revise any forward-looking statements whether as a result
of new information, future events or otherwise, except as required
by applicable law.
SOURCE AuRico Metals