Toronto, Ontario--(Newsfile Corp. - May 19, 2015) - Jaguar Financial Corporation (TSXV: JFC) ("Jaguar" or the "Company") announced today that effective May 15th its Board of Directors ("the Board") has adopted a Shareholder Protection Rights Plan ("Rights Plan"). The purpose of the Rights Plan is to grant shareholders and the Board adequate time to consider and evaluate any unsolicited takeover bid made for Jaguar's common shares ("Shares"). The Rights Plan provides the Board with the flexibility to identify and negotiate value-enhancing alternatives, and encourage the fair treatment of shareholders in connection with any takeover bid.
The Rights Plan provides for the issuance of one right ("Right") per Share, with each Right attached to its Share. Initially, Rights certificates will not be distributed to shareholders, nor will their issuance be dilutive to cash flow or earnings per share or change the manner in which shareholders currently trade Shares. However, if a person or group acting in concert acquires beneficial ownership of 20 percent or more of the outstanding Shares, the Rights will separate from the Shares and permit shareholders, other than the acquiring person or group, to purchase additional Shares at a substantial discount to the current market price.
A bid that meets certain criteria intended to protect the interests of all shareholders will be deemed to be a "permitted bid" and will not trigger the Rights Plan. These criteria require, among other things, that the bid be made by way of a take-over bid circular to holders of voting shares and remain open for acceptance by shareholders for at least 60 days.
Adoption of the Rights Plan is conditional upon TSX Venture Exchange approval and subject to ratification by Jaguar's shareholders at the Company's upcoming annual and special meeting to be held on June 23, 2015. If the Rights Plan is not confirmed by Jaguar's shareholders, it will terminate and have no further force or effect.
Full details of the Rights Plan will be available under Jaguar's profile on SEDAR at www.sedar.com in due course.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About Jaguar Financial Corporation
Jaguar is a Canadian merchant bank that generally invests in undervalued, overlooked and underappreciated public companies where Jaguar determines that one or more changes could be made to create shareholder value.
For additional information on this press release, please contact:
Vic Alboini, Chairman & Chief Executive Officer
Jaguar Financial Corporation