Shareholder Rights Plan
On June 24, 2009, the shareholders of the Company approved the continuation of the Company’s shareholder rights plan (the “Rights
Plan”) which was previously approved on October 30, 2006. The rights issued under the Rights Plan are subject to reconfirmation at
every third annual meeting of shareholders and will expire at the close of the Company’s annual meeting in 2016 (the “Expiration
Time”). The Rights Plan is designed to ensure the fair treatment of shareholders in connection with any takeover bid for the Company
and to provide the board of directors and shareholders with sufficient time to fully consider any unsolicited takeover bid. The Rights
Plan also provides the board with time to pursue, if appropriate, other alternatives to maximize shareholder value in the event of a
takeover bid.
Pursuant to the Rights Plan, one right (a “Right”) is attached to each outstanding common share of the Company held by shareholders
of record at the close of business on the record date. The Rights will separate from the common shares at the time (the “Separation
Time”) which is the close of business on the eighth trading day (or such later day as determined by the board of directors of the
Company) after the public announcement of the acquisition of, or intention to acquire, beneficial ownership of 20% of the common
shares of the Company by any person other than in accordance with the terms of the Rights Plan.
In order to constitute a Permitted Bid, an offer must be made in compliance with the Rights Plan and must be made to all shareholders
(other than the offeror), must be open for at least 60 days and be accepted by shareholders holding more than 50% of the outstanding
voting shares and, if so accepted, must be extended for a further period of ten business days.
http://www.crystallex.com/Theme/Crystallex/files/v_Final09_Crystallex.pdf
This would take effect for any takeover of KRY.
The shareholders won't vote to get raped on a low ball offer, even from CRRC.