TORONTO, ONTARIO--(Marketwire - March 29, 2011) - Ethiopian Potash Corp. (TSX VENTURE:FED)(TSX VENTURE:FED.WT) ("EPC" or the "Corporation") reports that its Board of Directors has approved and implemented a shareholder rights plan agreement (the "Rights Plan") between EPC and its rights agent, Olympia Trust Company, dated March 29, 2011. The Rights Plan is effective immediately and is subject to acceptance of the TSX Venture Exchange and a copy will be available on the Corporation's profile at www.sedar.com.
The Rights Plan has been adopted to ensure the fair treatment of all EPC shareholders in the eventuality of a possible take-over bid for the outstanding common shares of the Corporation. In the event that a takeover bid should occur the Rights Plan provides a mechanism to ensure that shareholders have 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. As such, the Rights Plan is not designed to prevent take-over bids that treat EPC shareholders fairly.
If ratified by the shareholders of the Corporation, the Rights Plan will have a term of three years from the date of implementation.
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 a minimum of 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 EPC at a significant discount to the market price of the common shares at that time. The Board of Directors is not currently aware of any pending or proposed take-over bid for the Corporation.
On behalf of the Board of Directors
David Wahl, President and CEO
This press release may contain forward-looking statements based on assumptions, uncertainties and management's best estimates of future events. All statements that address future activities, events or developments that the Corporation believes, expects or anticipates will or may occur are forward-looking information. Forward-looking information is based upon assumptions by management that are subject to known and unknown risks and uncertainties beyond the Corporation's control. There can be no assurance that outcomes anticipated in the forward-looking information will occur and actual results may differ materially for a variety of reasons. Accordingly, readers should not place undue reliance on forward-looking information. The Corporation undertakes no obligations to update publicly or otherwise revise any forward-looking information, except as may be required by law. For a more detailed discussion of such risks and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements, refer to the Corporation's filings with the Canadian securities regulators available on www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.