Morien Announces Adoption of Shareholder Rights Plan
Morien Announces Adoption of Shareholder Rights Plan
February 5, 2019 – Halifax, Nova Scotia – Morien Resources Corp. ("Morien" or the
"Company") (TSX-V:MOX), announced today that its Board of D irectors (the “Board”) has
adopted a shareholder rights plan (the “Rights Plan”). The Rights Plan has been accepted for filing
by the TSX Venture Exchange (“TSX-V”), subject to certain conditions, including ratification by
Morien’s shareholders at its next annual general meeting of shareholders (the "AGM"), anticipated
to be held on May 22, 2019.
The purpose of the Rights Plan is to provide the Board with additional time, in the event of an
unsolicited takeover bid, to develop and propose alternatives t o the bid and negotiate with the
bidder, as well as to ensure equal treatment of shareholders in the context of an acquisition of
control, and lessen the pressure on shareholders to tender to a bid. The Rights Plan is not intended
to prevent take-over bids that treat shareholders fairly. Additionally, the Rights Plan has not been
adopted in response to, or in anticipation of, any known or anticipated take-over bid or proposal to
acquire control of the Company. Subject to shareholder approval at the 2019 AGM, the Rights Plan
will be in effect until the Company’s 2022 annual meeting of the shareholders.
A summary of the principal terms and conditions of the Rights Plan will be set out in the
Company’s Circular to be mailed to shareholders prior to the AGM. A copy of the complete Rights
Plan will be filed on SEDAR.
About Morien
Morien is a Canada based, dividend paying, mining development company that holds royalty
interests in two, long life, world class , tidewater accessed projects. The Donkin Coal Mine
commenced production in 2017 and the Black Point Aggregate Project was permitted in 2016 and is
progressing toward a development decision. Morien’s management team exercises ruthless
discipline in managing both the assets and liabilities of the Company. The Company’s management
and its Board consider shareholder returns to be paramount over corporate size, number or scale of
assets and industry recognition. Morien has 52,921,114 issued and outstanding common shares and
a fully diluted position of 57,313,614. Further information is available at www.MorienRes.com.
Forward-Looking Statements
Some of the statements in this news release may constitute "forward -looking information" as
defined under applicable securities laws. These statements reflect Morien's current expectations of
future revenues and business prospects and opportunities and are based on information currently
available to Morien. Morien cautions that actual performance will be affected by a number of
factors, many of which are beyond its control, and that future events and results may vary
substantially from what Morien currently foresees. Factors that could cause actual results to differ
materially from those in forward-looking statements include risks and uncertainties described in
Morien’s annual information form filed with the Canadian Securities regulators on SEDA R
(www.sedar.com) on April 26, 2016. Morien cautions that its royalty revenue will be based on
production by third party property owners and operators who will be responsible for determining
the manner and timing for the properties forming part of Morien’s royalty portfolio. These third
party owners and operators are also subject to risk factors that could cause actual results to differ
materially from those predicted herein including: volatility in financial markets or general economic
conditions; capital requirements and the need for additional financing; fluctuations in the rates of
exchange for the currencies of Canada and the United States; prices for commodities including
gold, coal and aggregate; unanticipated changes in production, mineral reserves and mineral
resources, metallurgical recoveries and/or exploration results; changes in regulations and
unpredictable political or economic developments; loss of key personnel; labour disputes; and
ineffective title to mineral claims or property. There are other business risks and hazards associated
with mineral exploration, development and mining. Although Morien believes that the forward-
looking information contained herein is based on reasonable assumptions, readers cannot be assured
that actual results will be consistent with such statements. Morien expressly disclaims any intention
or obligation to update or revise any forward-looking information in this news release, whether as a
result of new information, events or otherwise, except in accordance with applicable securities laws.
All dollar values discussed herein are in Canadian dollars. Any financial outlook or future-oriented
financial information in this news release, as defined by applicable securities laws, has been
approved by management of Morien as of the date of this news release. Such financial outlook or
future-oriented financial information is provided for the purpose of providing information about
management's current expectations and plans relating to the future. Readers are cautioned that such
outlook or information should not be used for purposes other than for which it is disclosed in this
news release.
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.
For more information, please contact:
Dawson Brisco, President & CEO
Office: (902) 423-6419
Mobile: (902) 403-3149
or
John P.A. Budreski, Executive Chairman
Phone: (416) 930-0914
www.MorienRes.com