MagIndustries Corp.

MagIndustries Corp.

April 16, 2008 18:25 ET

MagIndustries Adopts Shareholder Rights Plan

TORONTO, CANADA--(Marketwire - April 16, 2008) - MagIndustries Corp. ("MagIndustries" or the "Company")(TSX VENTURE:MAA) reports that the Board of Directors has adopted a shareholder rights plan ("Rights Plan") effective April 16, 2008. The Rights Plan is designed to provide adequate time for shareholders of MagIndustries and the Board of Directors to consider and evaluate any unsolicited take-over bid for the Company; to provide the Board adequate time to identify, develop and negotiate alternatives for maximizing shareholder value; to provide shareholders with an equal opportunity to participate in any take-over bid; to encourage the fair treatment of shareholders in the event of any bids for MagIndustries; and, to ensure that any proposed transaction is in the best interest of MagIndustries' shareholders. MagIndustries is not aware of any pending or threatened take-over bid for the Company.

The Rights Plan is effective immediately subject to ratification by MagIndustries shareholders, which will be sought at the Annual and Special Meeting of Shareholders (the "Meeting") scheduled for June 4, 2008.

Under the terms of the Rights Plan, one right (a "Right") will be issued by MagIndustries in respect of each outstanding common share of the Company at the close of business today and in respect of each MagIndustries common share issued hereafter (subject to the terms of the Rights Plan). The Rights issued under the Rights Plan become exercisable only if a person acquires or announces its intention to acquire 20% or more of the common shares of the Company without complying with the "permitted bid" provisions of the Rights Plan or without the approval of the Board of Directors of the Company.

Should such an acquisition occur, Rights holders (other than the acquiring person or related persons) can purchase common shares of the Company at a substantial discount to the prevailing market price (as defined in the Rights Plan) at the time the Rights become exercisable.

"Permitted bids" under the Rights Plan must be made to all holders of MagIndustries common shares and must be open for acceptance for a minimum of 60 days. If, at the end of 60 days, at least 50% of the outstanding common shares other than those owned by the offeror and certain related parties have been tendered and not withdrawn, the bidder may take-up and pay for the shares but must extend the bid for a further 10 days to allow other shareholders to tender to the bid.

Although effective as of today, the Rights Plan is subject to ratification by MagIndustries shareholders at the Meeting and, if ratified, the Rights Plan must be confirmed at every third annual meeting thereafter. If not ratified at the Meeting, the Rights Plan and all of the Rights outstanding at that time will terminate.

About MagIndustries Corp.

MagIndustries Corp. is a Canadian company whose common shares are listed on the TSX-V Exchange and trades in Canadian currency under the symbol "MAA". The Company has 195,169,016 shares outstanding on an undiluted basis. MagIndustries' wholly owned resource subsidiaries are operating and developing major industrial projects in the Republic of Congo (ROC) and the Democratic Republic of Congo (DRC).

Except for historical information, this press release contains forward-looking statements, which reflect the Company's current expectation regarding future events. These forward-looking statements involve risks and uncertainties, which may cause actual results to differ materially from those statements. Those risks and uncertainties include, but are not limited to, changing market conditions, and other risks detailed from time-to-time in the Company's ongoing filings. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events in this press release might not occur.

Cusip: 55917T 102

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information