Cranbrook,
B.C., 24 April, 2007: Copper Canyon Resources Ltd. (TSX-V:CPY)
("Copper Canyon" or the "Company") is pleased to
announce that the Board of Directors implemented on April 20,
2007 the Company's shareholder rights plan dated effective
April 20, 2007 (the "Rights Plan") entered into by Copper
Canyon and CIBC Mellon Trust Company, as rights agent.
The Rights Plan is designed to encourage the fair and equal
treatment of shareholders in connection with any take-over bid
for the outstanding securities of the
Company.
The Rights Plan is
intended to provide the shareholders of the Company with
adequate time to properly assess the merits of a take-over bid
without undue pressure and to allow competing bids to
emerge. The Rights Plan is further designed to give the
Board of Directors time to consider alternatives to a
take-over bid as a means of maximizing shareholder
value. Copper Canyon's Board of
Directors is not currently aware of any pending or threatened
take-over bid for the Company. The Rights Plan is
similar to plans adopted by other Canadian companies and
ratified by their shareholders.
Under the terms of
the Rights Plan, one right (a "Right") will be issued by
Copper Canyon in respect of
each outstanding Copper Canyon common share at
the close of business as of April 20,
2007
and in respect of each Copper Canyon common share
issued thereafter (subject to the terms of the Rights
Plan). The Rights issued under the Rights Plan become
exercisable only if a person acquires or announces its intention to acquire 20% or more of the common shares of the
Company without complying with the "permitted bid" provisions
of the Rights Plan or without the approval of Copper Canyon's Board of
Directors.
Should such an
acquisition occur, Rights holders (other than the acquiring
person or related persons) can purchase common shares of the
Company at a substantial discount to the prevailing market
price (as defined in the Rights Plan) at the time the Rights
become exercisable.
"Permitted bids"
under the Rights Plan must be made to all holders of
Copper Canyon's common shares
and must be open for acceptance for a minimum of 45
days. If at the end of 45 days at least 50% of the
outstanding common shares other than those owned by the offer
and certain related parties have been tendered and not withdrawn, the bidder may take up and pay for the shares but
must extend the bid for a further 10 days to allow other
shareholders to tender to the bid.
Although implemented and effective as of April 20,
2007,
the Rights Plan is subject to regulatory approval. The Rights
Plan was first approved pursuant to the plan of arrangement
between Eagle Plains Resources Ltd. ("Eagle Plains") and
Copper Canyon at a meeting of
Eagle Plains' shareholders held on May 15,
2006. The plan
of arrangement deemed the shareholders of Copper Canyon to
have; (i) approved the Rights Plan substantially in the form
adopted by Eagle Plains in connection with its 2004 annual and
special shareholder meeting; and (ii) authorized the directors
of Copper Canyon to implement the Agreement at such time and
under such circumstances as the directors of the Company shall
determine. In accordance with the terms of the Rights
Plan, it will be presented for confirmation by Copper Canyon's shareholders at
the Company's annual meeting of shareholders scheduled for
June
13, 2007. If not
ratified, the Rights Plan and all of the Rights outstanding at
the time will terminate.
A copy of the
Rights Plan will be made available for viewing on SEDAR at www.sedar.com, and can also
be obtained from Copper Canyon upon a written
request.
Copper Canyon was created by
way of a Plan of Arrangement on June 9,
2006.
Shareholders of Eagle Plains approved the plan to reorganize
the Company's mineral property assets in an effort to maximize
shareholder value. Under the terms of the arrangement,
three of Eagle Plains’ projects; Copper Canyon, Severance and
Abo (Harrison) Gold, were transferred into Copper Canyon one a one-for-one
share basis.
On behalf of the Board
of Directors
Signed
“Tim J.
Termuende”
President and CEO
For further information, please
contact Mike Labach at
1 866 HUNT ORE (486 8673)
Email:
mgl@copcanyon.com or visit our
website at http://www.copcanyon.com
The TSX Venture
Exchange has not reviewed and does not accept responsibility
for the adequacy or accuracy of this release. This news
release may contain forward-looking statements including but
not limited to comments regarding the timing and content of
upcoming work programs, geological interpretations, receipt of
property titles, potential mineral recovery processes, etc.
Forward-looking statements address future events and
conditions and therefore, involve inherent risks and
uncertainties. Actual results may differ materially from those
currently anticipated in such
statements.
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