NexGen Energy Ltd. Adopts Shareholder Rights Plan
April 22, 2014
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S./
VANCOUVER, April 22, 2014 /CNW/ - NexGen Energy Ltd. ("NexGen" or the "Company") (TSXV: NXE) is pleased to announce that its Board of Directors (the "Board") has adopted a shareholder rights plan (the "Shareholder Rights Plan") effective April 22, 2014. The Shareholder Rights Plan is similar to plans adopted by other Canadian companies, and is being adopted to ensure that, to the extent possible: the shareholders of the Company and the Board have adequate time to consider and evaluate any unsolicited bid for the common shares of the Company (the "Common Shares"); the Board has adequate time to identify, develop and negotiate value-enhancing alternatives, if considered appropriate, to any such unsolicited bid; the Company's shareholders are treated fairly in connection with any take-over bid made for the Common Shares; and the Board can take steps to enhance shareholder value if an unsolicited bid is received. The Shareholder Rights Plan is not being proposed in response to, or in anticipation of, any pending unsolicited bid to acquire control of the Company.
The Shareholder Rights Plan is intended to encourage any bid to satisfy certain minimum standards designed to promote fairness. If a bid fails to meet these minimum standards, the rights issued under the plan will entitle shareholders, other than any shareholder or shareholders involved in the bid, to purchase additional Common Shares at a substantial discount to the market price.
The Shareholder Rights Plan has been conditionally approved by the TSX Venture Exchange. While the Shareholder Rights Plan comes into effect immediately, it is subject to shareholder ratification within six months of its effective date. The Shareholder Rights Plan will be presented for ratification by the shareholders at the Company's annual general and special meeting scheduled to be held on May 22, 2014.
The full text of the Shareholder Rights Plan will be filed under the Company's profile on SEDAR at www.sedar.com.
NexGen is a British Columbia corporation with a focus on the acquisition, exploration and development of Canadian uranium projects. NexGen has a highly experienced team of exploration professionals with a track record in the discovery of unconformity-style uranium deposits in Canada.
NexGen owns a portfolio of highly prospective uranium exploration assets in the Athabasca Basin, Saskatchewan, Canada, including, a 100% interest in Rook 1, which includes the Arrow Prospect, and an option to earn a 70% interest in the Radio Project, immediately adjacent to Rio Tinto's Roughrider Deposit.
This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the U.S., or in any jurisdiction in which such an offer or sale would be unlawful. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold in the U.S. or to the account or benefit of a U.S. person or a person in the U.S. absent registration or an applicable exemption from the registration requirements.
The TSXV has neither approved nor disapproved the contents of this news release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Statements
This news release contains "forward-looking information" within the meaning of applicable Canadian securities laws. Generally, but not always, forward-looking information is identifiable by the use of words such as "expects", "anticipates", "believes", "projects", "plans", "intends" and other similar words, or statements that an event "may", "will", "should", "could", or "might" occur or be achieved and other similar expressions. Examples of such forward-looking information include, among others, statements regarding: shareholder ratification of the Shareholder Rights Plan; and information with respect to future exploration and development plans concerning the Company's projects in the Athabasca Basin.
Forward-looking information is based on the then current expectations, beliefs, assumptions, estimates and forecasts about the Company's business and the industry and markets in which it operates. Such information is not a guarantee of future performance and undue reliance should not be placed on forward-looking information. Assumptions and factors underlying the Company's expectations regarding forward-looking information contained herein include, among others: that general business and economic conditions will not change in a material adverse manner; that financing will be available if and when needed on reasonable terms; that the Company's current exploration activities can be achieved and that its other corporate activities will proceed as expected; that third party contractors, equipment and supplies and governmental and other approvals required to conduct the Company's planned exploration activities will be available on reasonable terms and in a timely manner.
Although the assumptions made by the Company in providing forward-looking information are considered reasonable by management at the time the forward-looking information is given, there can be no assurance that such assumptions will prove to be accurate. Forward-looking information also involves known and unknown risks and uncertainties and other factors, which may cause actual events or results in future periods to differ materially from any projections of future events or results expressed or implied by such forward-looking information, including, among others: risks related to the availability of financing on commercially reasonable terms and the expected use of the proceeds; changes in the market; potential downturns in economic conditions; industry conditions; actual results of exploration activities being different than anticipated; changes in exploration programs based upon results of exploration; future prices of metal; availability of third party contractors; availability of equipment and supplies; failure of equipment to operate as anticipated; accidents, effects of weather and other natural phenomena and other risks associated with the mineral exploration industry; environmental risks; changes in laws and regulations; community relations; and delays in obtaining governmental or other approvals or financing. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. NexGen undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking information.
SOURCE NexGen Energy Ltd.