Talon Metals Adopts Shareholder Protection Rights Plan
Jan 17, 2011
Road Town, Tortola, British Virgin Islands (Jan 17, 2011) - Talon Metals Corp. (“Talon” or the “Company”) (TSX: TLO) today announces that the board of directors of the Corporation has adopted a shareholder rights plan effective January 17, 2011.
The rights plan aims to ensure that all shareholders are treated equally and fairly in the event of a transaction that could lead to a change in control of the Company. The Rights Plan also gives the board of directors more time to assess any unsolicited bid that may be made for Talon in the future and to explore and develop alternatives for maximizing shareholder value. Talon has not received an unsolicited bid and is not soliciting bids.
The rights plan is not intended to and will not prevent a take-over of the Company. The purpose of the rights plan is to encourage a potential bidder to make a "Permitted Bid", having terms and conditions designed to meet the objectives of the rights plan, or to negotiate the terms of an offer with the board of directors of the Company.
A Permitted Bid is a take-over bid that is made to all holders of voting shares of the Company (other than the bidder) for all of the voting shares held by them, by way of a take-over bid circular that remains open for acceptance by shareholders for 60 days (or such shorter period of time as may be approved by the board of directors of the Company) and that satisfies certain other conditions.
The rights plan must be confirmed by shareholders within six months of its effective date. Talon plans to seek shareholder approval at its annual and special meeting of shareholders expected to be held in June 2011.
Talon is a TSX-listed company focused on the acquisition, exploration and development of iron ore and other mineral resource projects. The Company has a well-qualified exploration and management team with extensive experience in exploration and project management.
Talon has a treasury of approximately CDN$8 million and holds 985,830 common shares in Brazilian Gold Corporation (TSXV:BGC) and 500,000 common shares in Lago Dourado Minerals Ltd. (TSXV:LDM). Talon also holds 19 million shares in Tlou Energy Limited, and 26.6 million shares in Rio Verde Minerals, both unlisted companies.
Talon has 74,709,275 common shares outstanding and 86,671,438 shares on a fully diluted basis.
For additional information on Talon please visit the Company's website at www.talonmetals.com or contact: