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Alexis Minerals Corporation: Alexis Minerals Adopts Shareholders Rights Plan

^{Published on 2008-12-09 10:26:41 - Market Wire}
 

TORONTO, ONTARIO--(Marketwire - Dec. 9, 2008) - Alexis Minerals Corporation (TSX:AMC) ("Alexis" or the "Company") today announced that it has adopted a Shareholder Rights Plan (the "Plan").

The objectives of the Plan are to ensure, to the extent possible, that all shareholders of the Company are treated equally and fairly in connection with any take-over bid for the Company. The Plan discourages discriminatory, coercive or unfair take-overs of the Company and gives the Company's board of directors time if, in the circumstances, the board determines it is appropriate to take such time, to pursue alternatives to maximize shareholder value in the event an unsolicited take-over bid is made for all or a portion of the outstanding common shares of the Company (the "Common Shares").

In order to implement the adoption of the Plan, the Board authorized the issuance of one right (a "Right") in respect of each Common Share outstanding at the close of business on December 5, 2008 (the "Record Time"). In addition, the Board authorized the issuance of one Right in respect of each additional Common Share issued after the Record Time. The Rights trade with and are represented by Common Share certificates, including certificates issued prior to the Record Time. Until such time as the Rights separate from the Common Shares and become exercisable, Rights certificates will not be distributed to shareholders.

If a person, or a group acting in concert, acquires (other than pursuant to an exemption available under the Plan) Beneficial Ownership (as defined in the Plan) of 20% or more of the Common Shares, Rights (other than those held by such acquiring person which will become void) will separate from the Common Shares and permit the holder thereof to purchase Common Shares at a 50% discount to their market price. At any time prior to the Rights becoming exercisable, the Board may waive the operation of the Plan with respect to certain events before they occur.

The issuance of the Rights will not change the manner in which shareholders currently trade their Common Shares.

The Plan is subject to the approval of the Toronto Stock Exchange, and requires confirmation by the Company's shareholders on or before June 7, 2009, being within six months of the Plan's effective date. If the Plan is not confirmed by shareholders, the Plan and all outstanding Rights will terminate and be void and of no further force and effect.

The Plan is not being proposed in response to, or in contemplation of, any specific take-over bid for the Company. The Board did not adopt the Plan to prevent a take-over of the Company, to secure the continuance of management or the directors in their respective offices or to deter fair offers for the Common Shares.

About Alexis Minerals

Alexis Minerals Corporation is a Canadian exploration and development company listed on the Toronto Stock Exchange. Alexis owns the 1400 tonne per day Aurbel gold mill and has recently advanced the adjacent, wholly-owned Lac Herbin Gold deposit into full production, anticipating annual production of 36,000 ounces of gold, starting in 2009. Alexis also has the right to earn in into a 100% interest in the Lac Pelletier gold property in Rouyn-Noranda and is focused on advancing this project to a commercial production decision in 2008. Alexis holds an outstanding portfolio of properties covering 1,005 sq. km. of the prospective Val d'Or and Rouyn-Noranda Mining Camps in Quebec and explores these properties for both gold and base metals. Approximately 786 sq. km. of the Rouyn-Noranda Mining Camp is explored in a 50-50 joint venture with Xstrata Copper. Alexis has budgeted $5.5 million for exploration in 2008 and C$5.0 million in 2009. There are currently five underground drills active at Lac Herbin and two surface drills active in Val d'Or.

Disclaimer

Certain statements contained in this news release may contain forward-looking information within the meaning of Canadian securities laws. Such forward-looking information is identified by words such as "estimates", "intends", "expects", "believes", "may", "will" and include, without limitation, statements regarding the terms of the rights; the separation of the rights; regulatory and shareholder approval; effect of the rights plan and the receipt by the Company of any offer. 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, financial market risks, and those other factors described in the annual information form of the Company. 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.