TORONTO, ONTARIO--(Marketwire - March 16, 2011) - African Gold Group, Inc., (TSX VENTURE:AGG) ("AGG" or the "Company") announced today that its Board of Directors has re-adopted the shareholder rights plan previously announced on August 23, 2010. In accordance with its terms, the previously announced rights plan expired on February 22, 2011 because it was not confirmed by shareholders of the Company within six months of its effective date. The re-adopted rights plan is effective immediately and designed to enhance the Company's ability to obtain the best value for all shareholders in connection with any bidder attempting to acquire control of the Company. The provisions of the rights plan are substantially the same as the previously announced rights plan.
The rights issued under the rights plan become exercisable when a person, together with any parties related to it, acquires or announces its intention to acquire 20% or more of the Company's outstanding common shares without complying with the "Permitted Bid" provisions of the rights plan or without approval from AGG's Board of Directors. Should such an acquisition occur, rights holders (other than the acquiring person and related persons) can purchase common shares of the Company at a substantial discount to the then market price.
Under the rights plan, a Permitted Bid is a bid made to all holders of the Company's common shares for all of their shares that is open for acceptance for not less than 60 days. If at the end of 60 days at least 50% of the outstanding shares, other than those owned by the offeror and certain related parties, have been tendered, the offeror may take up and pay for the shares but must extend the bid for a further 10 days to allow other shareholders to tender.
The rights plan requires confirmation by the Company's shareholders within six months. The Company plans to put forth the rights plan for approval by shareholders of the Company at its annual shareholders meeting to be held in June, 2011. A full copy of the rights plan is available at www.sedar.com.
African Gold Group, Inc., based in Toronto, Canada, is engaged in the identification, acquisition and exploration of prospective gold projects that are situated along significant gold trends within West Africa. To date, the Company controls a total of eleven gold concessions that are consolidated in four distinct standalone exploration projects, of which three projects (Asankrangwa, Mankranho & Nyankumasi) are located in Ghana and one project (Kobada) is located in Mali, West Africa.
On Behalf of the Board:
Michael A. J. Nikiforuk, President, DirectorThe TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.