March 19, 2007
Bridgewater, Nova Scotia - March 19, 2007 - Silver Spruce Resources Inc. (TSXV: SSE) ("Silver Spruce") is pleased to announce that its board of directors has approved the adoption of a shareholder rights plan to be effective as of March 16, 2007. The rights plan is designed to encourage the fair and equal treatment of shareholders in connection with any takeover bid for the outstanding securities of Silver Spruce.
In approving the rights plan, Silver Spruce intends to: provide shareholders and the board of directors with adequate time to assess any takeover bid; consider alternatives to a takeover bid as a means of maximizing shareholder value; allow competing bids to emerge; and provide shareholders with adequate time to properly assess a takeover bid without undue pressure. Silver Spruce's board of directors is not currently aware of any pending or threatened takeover bid for Silver Spruce. The rights plan is similar to plans adopted by other Canadian companies and ratified by their shareholders.
Under the terms of the rights plan, one right will be issued by Silver Spruce in respect for each outstanding Silver Spruce common share at the close of business on March 16, 2007, and in respect for each Silver Spruce common share issued thereafter. The rights issued under the rights plan become exercisable only if a person or entity acquires or announces their intention to acquire 20 percent or more of the common shares of Silver Spruce without complying with the permitted bid provisions of the rights plan or without the approval of Silver Spruce's board of directors.
Should such a situation arise, the holders of rights (other than the acquiring entity or related persons) can purchase common shares of Silver Spruce at a substantial discount to the prevailing market price (as defined in the rights plan) at the time the rights become exercisable.
Although effective as of March 16, 2007, the rights plan is subject to ratification by Silver Spruce's shareholders at Silver Spruce's annual and special meeting of shareholders currently scheduled for April 16, 2007. If ratified, the rights plan must be confirmed at every third annual meeting thereafter. If not ratified at the meeting of shareholders scheduled for April 16, 2007, the rights plan and all of the rights outstanding at that time will terminate. The rights plan is subject to regulatory and shareholder approvals.
A copy of the rights plan will be available on SEDAR and can also be obtained from Silver Spruce upon a written request.
ABOUT SILVER SPRUCE
Silver Spruce Resources Inc. is a junior mining exploration company focused primarily on uranium in the Central Mineral Belt (CMB) of Labrador, Canada. With 5,649 claims totaling more than 1,400 square kilometres, Silver Spruce is the second largest land holder in one of the world's premier emerging uranium districts. Silver Spruce currently has a $2 million large-scale exploration program underway. With experienced development partners, strong financial backing and their first U308 discovery, Silver Spruce is emerging as a leading uranium explorer.
On behalf of the Board of Directors, Gordon Barnhill, CFO and Director
FOR FURTHER INFORMATION, CONTACT:
Head Office
Gordon Barnhill, CFO & Director
Phone: 902.527.5700
Fax: 902.527.5711
E-mail: gbarnhill@sse-tsx.com
Web: www.silverspruceresouces.com
Investor Relations
Keir Reynolds, Ascenta Capital Partners Inc.
Phone: 604.684.4743 ext. 231
Toll Free: 1.866.684.4743 ext. 231
E-mail: keir@ascentacapital.com
Web: www.ascentacapital.com
Sean Charland, Longview Capital Partners Inc.
Phone: 604.681.5755 ext. 291
E-mail: scharland@longviewcp.com
Web: www.longviewcp.com
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this Release. Silver Spruce seeks safe harbour.
In approving the rights plan, Silver Spruce intends to: provide shareholders and the board of directors with adequate time to assess any takeover bid; consider alternatives to a takeover bid as a means of maximizing shareholder value; allow competing bids to emerge; and provide shareholders with adequate time to properly assess a takeover bid without undue pressure. Silver Spruce's board of directors is not currently aware of any pending or threatened takeover bid for Silver Spruce. The rights plan is similar to plans adopted by other Canadian companies and ratified by their shareholders.
Under the terms of the rights plan, one right will be issued by Silver Spruce in respect for each outstanding Silver Spruce common share at the close of business on March 16, 2007, and in respect for each Silver Spruce common share issued thereafter. The rights issued under the rights plan become exercisable only if a person or entity acquires or announces their intention to acquire 20 percent or more of the common shares of Silver Spruce without complying with the permitted bid provisions of the rights plan or without the approval of Silver Spruce's board of directors.
Should such a situation arise, the holders of rights (other than the acquiring entity or related persons) can purchase common shares of Silver Spruce at a substantial discount to the prevailing market price (as defined in the rights plan) at the time the rights become exercisable.
Although effective as of March 16, 2007, the rights plan is subject to ratification by Silver Spruce's shareholders at Silver Spruce's annual and special meeting of shareholders currently scheduled for April 16, 2007. If ratified, the rights plan must be confirmed at every third annual meeting thereafter. If not ratified at the meeting of shareholders scheduled for April 16, 2007, the rights plan and all of the rights outstanding at that time will terminate. The rights plan is subject to regulatory and shareholder approvals.
A copy of the rights plan will be available on SEDAR and can also be obtained from Silver Spruce upon a written request.
ABOUT SILVER SPRUCE
Silver Spruce Resources Inc. is a junior mining exploration company focused primarily on uranium in the Central Mineral Belt (CMB) of Labrador, Canada. With 5,649 claims totaling more than 1,400 square kilometres, Silver Spruce is the second largest land holder in one of the world's premier emerging uranium districts. Silver Spruce currently has a $2 million large-scale exploration program underway. With experienced development partners, strong financial backing and their first U308 discovery, Silver Spruce is emerging as a leading uranium explorer.
On behalf of the Board of Directors, Gordon Barnhill, CFO and Director
FOR FURTHER INFORMATION, CONTACT:
Head Office
Gordon Barnhill, CFO & Director
Phone: 902.527.5700
Fax: 902.527.5711
E-mail: gbarnhill@sse-tsx.com
Web: www.silverspruceresouces.com
Investor Relations
Keir Reynolds, Ascenta Capital Partners Inc.
Phone: 604.684.4743 ext. 231
Toll Free: 1.866.684.4743 ext. 231
E-mail: keir@ascentacapital.com
Web: www.ascentacapital.com
Sean Charland, Longview Capital Partners Inc.
Phone: 604.681.5755 ext. 291
E-mail: scharland@longviewcp.com
Web: www.longviewcp.com
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this Release. Silver Spruce seeks safe harbour.