The Conversation (0)
Governance measure protects shareholders ahead of upcoming catalysts expected at Misisi Project
Avanti Gold Corp. (CSE: AGC) (FSE: X370) (OTCQB: AVTGF) ("Avanti" or the "Company") announces that its Board of Directors (the "Board") has adopted a Shareholder Rights Plan (the "Shareholder Rights Plan" or the "Plan") pursuant to an agreement entered into with Endeavor Trust Corporation, as rights agent, dated August 5, 2026 (the "Effective Date").
The Shareholder Rights Plan has been adopted to ensure that all shareholders of the Company are treated fairly and equally in the event of any unsolicited offer to acquire the outstanding common shares of the Company (the "Common Shares") or other acquisition of control of the Company. The Plan is consistent with shareholder rights plans adopted by other Canadian public companies and is not being adopted in response to any specific take-over bid or other proposal to acquire control of the Company. The Plan reflects the Board's commitment to sound governance at this important stage in the Company's development, and to ensuring all shareholders can participate in the future value at Misisi, where an ongoing 42,000-metre drill program and a Preliminary Economic Assessment planned for 2027 are expected to be material catalysts.
At the close of business on the Effective Date, one right (a "Right") has been issued and attached to each Common Share outstanding at that time. A Right will also be attached to each Common Share issued after the Effective Date. The issuance of these Rights will not change the manner in which shareholders trade their Common Shares.
Subject to the terms of the Plan, the Rights will become exercisable only if a person (an "Acquiring Person"), together with certain related persons, acquires 20% or more of the outstanding Common Shares of the Company without complying with the "Permitted Bid" provisions of the Plan. Following a transaction that results in a person becoming an "Acquiring Person" in these circumstances, the Rights will entitle the holder thereof (other than the Acquiring Person and certain related persons) to purchase Common Shares at a discount to the market price at that time.
The "Permitted Bid" provisions prevent the dilutive effects of the Plan from operating if a take-over bid is made to all holders of Common Shares (other than the bidder) by way of a take-over bid circular that remains open for acceptance for a minimum of 105 days (or such shorter period as is permitted under applicable securities laws in Canada) and that contains certain conditions, including that no Common Shares will be taken up and paid for unless 50% of the Common Shares that are held by independent shareholders are tendered to the take-over bid.
The Plan is subject to ratification by Company shareholders within six months of the Effective Date. The Board intends to recommend the ratification of the Plan by Company shareholders at the Company's next annual general meeting. If ratified, the Plan will have an initial term of three years, [consistent with standard Canadian market practice]. If the Plan is not ratified by the Company's shareholders within six months of the Effective Date, the Plan and all Rights issued thereunder will terminate and cease to be effective at that time.
A copy of the shareholder rights plan agreement will be made available under the Company's profile on SEDAR+ at www.sedarplus.ca and on the Company's website at www.avantigoldcorp.com.
ABOUT AVANTI GOLD CORP
Avanti Gold Corp. is a gold exploration company focused on advancing its flagship Misisi Project in the Democratic Republic of Congo (DRC), home to the high-grade Akyanga gold deposit. The Akyanga deposit has an Inferred Mineral Resource of 40.8 million tonnes (Mt) at an average gold grade of 2.37 grams per tonne (g/t), totaling 3.1 million ounces (Moz) of gold. The Misisi Project spans three contiguous 30-year mining leases covering 133 square kilometers (km²) along the 55-kilometer-long Kibara Gold Belt, a prominent metallogenic province known for hosting significant gold deposits. A 42,000-metre drill program, the largest in the project's history, is now underway with the objective of growing gold resources in advance of a Preliminary Economic Assessment anticipated in 2027.
CONTACT INFORMATION
For Inquiries:
Mohamed Cisse
Chief Executive Officer
info@avantigoldcorp.com
pr@avantigoldcorp.com
FORWARD-LOOKING STATEMENTS
Neither the Canadian Securities Exchange (CSE) nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
This press release includes "forward-looking statements", including statements regarding forecasts, estimates, expectations and objectives for future operations that are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of Avanti. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. Such forward-looking information represents management's best judgment based on information currently available. No forward-looking statement can be guaranteed, and actual future results may vary materially.
The Company's forward-looking statements and information are based on the assumptions, beliefs, expectations and opinions of management as of the date of this news release, and other than as required by applicable securities laws, the Company does not assume any obligation to update forward-looking statements and information if circumstances or management's assumptions, beliefs, expectations or opinions should change, or changes in any other events affecting such statements or information.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/308996
