VANCOUVER, British Columbia--(BUSINESS WIRE)--MicroCoal Technologies Inc. (CNSX:MTI) (the "Company" or "MicroCoal") today announced that its board of directors has adopted a shareholder rights plan (the "Rights Plan") for the Company.
The Rights Plan has been adopted to ensure, to the extent possible, that all shareholders of the Company are treated fairly and equally in connection with any take-over bid or other acquisition of control of the Company and that the Company™’s Board of Directors is provided with adequate time to evaluate such a take-over bid and, if appropriate, seek alternatives to maximize shareholder value. The Rights Plan has not been adopted in response to any specific take-over bid or other proposal to acquire control of MicroCoal™ and MicroCoal™ is not aware of any such pending or contemplated proposals.
At the close of business today, one right will be issued and will attach to each common share of MicroCoal™ outstanding at that time. The rights will automatically attach to the common shares and no further action will be required by shareholders. A right will also attach to each common share of MicroCoal™ issued from and after the date hereof.
Subject to the terms of the Rights Plan and to certain exceptions provided therein, the rights will become exercisable in the event that any person, together with any joint actors, acquires or announces its intention to acquire 20% or more of the Company’s outstanding shares without complying with the "Permitted Bid" provisions of the Rights Plan or where the application of the Rights Plan is waived in accordance with its terms. The "Permitted Bid" provisions prevent the dilutive effects of the Rights Plan from operating if a take-over bid is made to all holders of common shares of the Company (other than the bidder) by way of a take-over bid circular that remains open for acceptance for a minimum of 60 days and that satisfies certain other conditions. If a take-over bid does not comply with the requirements of the Rights Plan or where the application of the Rights Plan is not waived in accordance with its terms, the rights holders (other than the acquiring person and its joint actors) will be entitled to purchase additional common shares of the Company at a significant discount to the market price.
The Rights Plan was approved by the Canadian National Stock Exchange on August 28, 2013. The Company shall recommend the approval and ratification of the Rights Plan by its shareholders at its next Annual General Meeting of shareholders of the Company. If ratified by the shareholders, the Rights Plan will have an initial term of three years. If the Rights Plan is not approved by the shareholders within six months of its effective date, the Rights Plan, together with the outstanding rights, will terminate and cease to be effective.
A copy of the Rights Plan agreement will be made available on SEDAR at www.sedar.com.
About MicroCoal Technologies Inc.
The Company is focused on commercializing its unique, clean-coal upgrading technology known as MicroCoal™; a low-cost, patented microwave technology that reduces moisture in coal resulting in an upgraded energy content of coal. This process provides significant financial benefits to coal-fired electrical generating utilities such as: large cost savings from switching to low-rank coal, substantial increases in boiler efficiencies and heat output, improved ash efficiencies and reductions in scrubber costs. Important environmental benefits including reductions in most greenhouse gases (SOx up to 70%, NOx up to 50%, CO2 up to 17%) and mercury are also key primary benefits from implementation of this technology. The Company is currently constructing the first commercial facility in Indonesia with other projects soon to be announced.
We seek safe harbor.
On behalf of the Board of Directors,
CEO and Director
For further information please contact:
MicroCoal Technologies Inc.
Telephone: (604) 676 9792
Certain statements included herein, including those that express management's expectations or estimates of our future performance constitute "forward-looking statements" within the meaning of applicable securities laws. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management at this time, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Investors are cautioned not to put undue reliance on forward looking statements. Except as required by law, the Corporation does not intend, and undertakes no obligation, to update any forward-looking statements to reflect, in particular, new information or future events. Neither CNSX nor its Regulation Services Provider (as that term is defined in the policies of the CNSX) accepts responsibility for the adequacy or accuracy of the release.