Adoption of New Shareholder Rights Plan

SouthernEra Adopts New Shareholder Rights Plan

 

    Shares Issued and Outstanding: 74,166,193

    TSX: SUF

    AIM: SRE

 

    TORONTO, March 29 /CNW/ - SouthernEra Resources Limited ('SouthernEra')

(TSX: SUF; AIM:SRE) announced today that its Board of Directors has adopted a

new shareholder rights plan (the 'Plan'), subject to all necessary regulatory

and shareholder approvals. The Plan is designed to ensure that SouthernEra's

shareholders are treated fairly in the event of a take-over bid for

SouthernEra's common shares and that SouthernEra's Board of Directors and

shareholders will have adequate time to evaluate any unsolicited take-over bid

and, if appropriate, to evaluate and pursue other alternatives to maximize

shareholder value.

    The Plan was not adopted in response to any actual or threatened     

take-over bid or other proposal from a third party to acquire control of

SouthernEra.

    The Plan is effective as of March 29, 2004(the 'Effective Date').

However, in accordance with the requirements of the Toronto Stock Exchange,

SouthernEra shareholders will be asked to confirm the Plan at the next general

meeting of shareholders. If approved by shareholders, the Plan will be in

effect until March 29, 2010, the sixth anniversary of the Effective Date, but

must be reconfirmed by shareholders at the 2007 annual general meeting.

    At the close of business on the Effective Date, one right (a 'Right')

will be issued and attached to each common share of SouthernEra outstanding at

that time. A Right will also attach to each common share of SouthernEra issued

after the Effective Date. If shareholders do not confirm the Plan at the

upcoming general meeting, the Plan and the Rights will terminate and cease to

be effective.

    The Plan is similar to shareholder rights plans recently adopted by

several other Canadian companies. The Plan is not intended to block take-over

bids. The Plan includes 'Permitted Bid' provisions which will prevent the

dilutive effects of the Plan from operating if a take-over bid is made by way

of a take-over bid circular that remains open for a minimum of 60 days and is

accepted by the holders of not fewer than 50% of the common shares held by

independent shareholders. The Plan will be triggered by an acquisition, other

than pursuant to a Permitted Bid, of 20% or more of the outstanding common

shares of SouthernEra or the commencement of a take-over bid that is not a

Permitted Bid. Details of the Plan will be included in the proxy circular sent

to SouthernEra's shareholders for the upcoming general meeting.

    SouthernEra is an independent producer of platinum group metals (PGM's)

and diamonds.  The company also has an extensive PGM and diamond exploration

program.  The common shares are listed on the Toronto Stock Exchange and the

LondonStock Exchange AIM.

 

    For further information: SouthernEra Resources Limited: Patrick C.

Evans, President and CEO, Telephone: [phone], Fax: [phone],

e-mail: inbox(at)southernera.com

    (SRE SUF.)