SunOpta Inc., today announced that its Shareholder Rights Plan (the "Plan") was adopted by the Company's Board of Directors on October 6, 2008, was executed by American Stock Transfer and Trust Company LLC, the Company's rights agent, and therefore rendered implemented and effective. The Toronto Stock Exchange has accepted notice of the Plan subject to, among other things, confirmation of the Plan by the Company's Shareholders by April 2, 2009. The Company had previously announced its intention to implement the Plan on September 4, 2008.
The purpose of the Plan is to provide the Company sufficient time to develop and implement alternatives to maximize value for all Shareholders in the event of an unsolicited bid for control of the Company and to enhance the Company's ability to prevent any unfair acquisition tactics. The Plan is similar to those adopted by other public companies. The Plan is not intended to prevent take-over bids. The Plan allows persons seeking control of the Company to make bids within the permitted bid provisions of the Plan whereby, among other things, a) all Shareholders are entitled to participate, b) the bid remains open for an initial period of 60 days, and c) more than 50% of the shares held by independent Shareholders must be tendered and not withdrawn during this period. Generally, in the event a bid does not meet the permitted bid provisions and an unsolicited bidder acquires more than 20% of the Company's outstanding shares, all independent Shareholders would have a right to purchase a single share for each share owned at a discount of 50% of the then current market value of the Company's stock.
The Company has not received any proposals, and the Plan is not intended to, and will not, hinder full and fair offers for control of the Company that are made to all Shareholders.
Jeremy Kendall, Chairman of the Board, commented, "The Board of Directors has implemented this plan to ensure that the interests of all shareholders are served in a fair and equitable manner in the event of an unsolicited takeover bid for control of the Company. The Company remains focused on the creation of long term sustainable shareholder value through a combination of continued revenue growth and improved operating margins and asset utilization and believes that implementation of a Shareholder Rights Plan is also an important step in the value creation process."
About SunOpta Inc.
SunOpta Inc. is an operator of high-growth ethical businesses, focusing on integrated business models in the natural and organic food and natural health markets. The Company has three business units: the SunOpta Food Group, which specializes in sourcing, processing and distribution of natural and organic food products integrated from seed through packaged products; Opta Minerals Inc. (CA:OPM: news, chart, profile) (66.6% owned by SunOpta), a producer, distributor, and recycler of environmentally friendly industrial materials; and SunOpta BioProcess Inc. which engineers and markets proprietary steam explosion technology systems for the bio-fuel, pulp and food processing industries. Each of these business units has proprietary products and services that give it a solid competitive advantage in its sector.