SOURCE: Benton Resources Corp.

December 20, 2006 12:45 ET

Benton Resources Corp. (BTC, BTC-WT) Adopts Shareholder Rights Plan

THUNDER BAY, ON -- (MARKET WIRE) -- December 20, 2006 -- Benton Resources Corp. ("Benton" or "the Company") (TSX-V: BTC) announced today that its Board of Directors has approved the adoption of a Shareholder Rights Plan Agreement (the "Rights Plan"). The Rights Plan is being adopted to ensure the fair treatment of all Benton shareholders in connection with any take-over bid for the outstanding common shares of Benton. The Rights Plan will provide shareholders with adequate time to properly evaluate and assess a take-over bid without facing undue pressure or coercion. The Rights Plan also provides the Board with additional time to consider any take-over bid and, if applicable, to explore alternative transactions in order to maximize shareholder value.

The Rights Plan is not designed to prevent take-over bids that treat Benton shareholders fairly. Pursuant to the terms of the Rights Plan, any bid that meets certain criteria intended to protect the interests of all shareholders are deemed to be "Permitted Bids." A Permitted Bid must be made by way of a take-over bid circular prepared in compliance with applicable securities laws and, in addition to certain other conditions, must remain open for 60 days. In the event a take-over bid does not meet the Permitted Bid requirements of the Rights Plan, the rights issued under the plan will entitle shareholders, other than any shareholder or shareholders involved in the take-over bid, to purchase additional common shares of Benton at a significant discount to the market price of the common shares at that time.

The Rights Plan is not being adopted in response to any proposal to acquire control of Benton.

The Rights Plan is subject to approval by the TSX Venture Exchange and will be presented for ratification by the shareholders of Benton within the next six months. If ratified by shareholders, the Rights Plan will have a term of three years.

On behalf of the Board of Directors of Benton Resources Corp.

"Stephen Stares"
Stephen Stares, President
THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE. Forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities.

Contact Information

  • For further information contact:
    Stephen Stares
    3290 Willard Ave
    Thunder Bay, Ont.
    P7E 6J7
    Phone (807)475-7474
    Fax (807)475-7200