Explorator Resources Inc.
TSX VENTURE : EXO

Explorator Resources Inc.

November 22, 2010 09:00 ET

Explorator Announces Adoption of Shareholder Rights Plan

TORONTO, ONTARIO--(Marketwire - Nov. 22, 2010) - Explorator Resources Inc. (TSX VENTURE:EXO) ("Explorator" or the "Corporation") is pleased to announce that its Board of Directors has adopted a shareholder rights plan (the "Rights Plan"). The objectives of the Rights Plan are to ensure, to the extent possible, that all shareholders of the Corporation are treated equally and fairly in connection with any possible take-over bid for the Corporation. Take-over bids may not always result in shareholders receiving equal or fair treatment or full value for their investment. In addition, current securities legislation only requires a take-over bid to remain open for 35 days. The Board of Directors believes that this period may be insufficient for the shareholders to evaluate a bid, or for the Board of Directors to pursue alternatives which could maximize shareholder value and make informed recommendations to shareholders. The Rights Plan was not adopted in response to, or in anticipation of, any acquisition or take-over offer. The Corporation is not aware of any pending or threatened take-over bid for Explorator.

In order to implement the Rights Plan, the Board of Directors has authorized the issuance of the rights to holders of its common shares at the ratio of one right for each common share outstanding. For administrative convenience, the rights will automatically attach to the common shares and will be represented by certificates representing the common shares. No further action will be required by shareholders. On the occurrence of certain triggering events, which include the acquisition by a person or a group of 20% or more of the votes attached to all outstanding common shares of the Corporation in a transaction not approved by the Board of Directors, the rights will entitle the holders (other than the acquiring person or group) to acquire common shares of the Corporation at a significant discount to the market price. The rights are not triggered by purchases of voting shares made pursuant to a "permitted bid" (as defined in the Rights Plan) or where the application of the Rights Plan is waived in accordance with its terms.

The Rights Plan is subject to acceptance by the TSX Venture Exchange and approval by the Corporation's shareholders. The Rights Plan will be submitted to the shareholders for approval at the Corporation's next annual general and special meeting to be held in 2011. If approved by the shareholders, the Rights Plan will have a term of three years.

Other Information:

A copy of the release, as well as other information relating to the Corporation, is available on the Corporation's web site at www.explorator.ca and on SEDAR at www.sedar.com.

EXPLORATOR RESOURCES INC.

David Prins, President & CEO

About Explorator Resources Inc.

Explorator Resources is a Canadian-based mining exploration company with a 49% interest in the El Espino Copper-Gold Project in Chile (the "Project"). The Project lies within the prolific copper-gold mineral area of the Cordillera de la Costa, 240 km. north of Santiago, and is central to an important cluster of "Candelaria-style" copper-gold deposits. A National Instrument 43-101 compliant preliminary assessment (see press release dated May 11, 2009) has defined the potential for an average annual payable production of 77 million pounds of copper and 40,000 ounces of gold over a 19 year mine life (life-of-mine payable production of 1.467 billion lbs copper and 755,000 oz. gold) at an average cash cost of $1.06/lb, net of gold credits (based on a gold price of $680/oz.) and also noted good potential for further resource expansion. Sociedad Punta del Cobre S.A. ("SPC") acquired the remaining 51% of the Project in March 2009 in return for an investment of up to US$18.5 million, with US$7.0 million used to exercise the option to purchase agreement on the Project and the remaining funds expected to be adequate to fund continued exploration and evaluation through to the end of 2010.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this news release may contain forward-looking information within the meaning of Canadian securities laws. Such forward-looking information are identified by words such as "estimates", "intends", "expects", "believes", "may", "will" and included, without limitation, statements regarding the company's plan of business operations, production levels and costs, potential contractual arrangements and the delivery of equipment, receipt of working capital, anticipated revenues, mineral reserve and mineral resource estimates, and projected expenditures. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, metal prices, risks inherent in the mining industry, financing risks, labour risks, uncertainty of mineral reserve and resource estimates, equipment and supply risks, regulatory risks and environmental concerns. Most of these factors are outside the control of the company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.

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.

Contact Information

  • Explorator Resources Inc.
    David Prins
    President and CEO
    +56 99 219 7346
    info@explorator.ca