ZENN Motor Company Inc.
Toronto, Ontario, Canada
ZENN Motor Company adopts shareholder rights plan
Toronto, Ontario – November 18, 2008 – ZENN Motor Company Inc. (“ZMC” or “the Company”) reports that its Board of Directors has passed a resolution implementing a Shareholder Rights Plan Agreement (the “Rights Plan”).
The Rights Plan has been implemented to help ensure the fair treatment of all ZMC shareholders in the event of a take-over bid for the outstanding common shares of ZMC. If a take-over bid should occur, the Rights Plan provides a mechanism to ensure that shareholders have adequate time to properly evaluate and assess a take-over bid without undue pressure or coercion. The Rights Plan also provides the Board with additional time to consider any take-over bid and, if applicable, to explore alternative transactions in order to maximize shareholder value. The Rights Plan is not designed to prevent take-over bids that treat ZMC shareholders fairly. The Board is not currently aware of any pending or proposed take-over bid for ZMC.
ZMC founder and CEO, Ian Clifford, commented “The implementation of this Rights Plan is simply a proactive measure that the Board has taken in light of the current economic environment. We feel this is the prudent thing to do to protect shareholders while we are embarking on the current development phase of the Company.” he TSX-V has no objection to the proposed adoption of the Rights Plan, subject to, among other conditions, confirmation of the Rights Plan by the Company’s shareholders on or before March 31, 2009 at the Company’s next annual shareholders’ meeting. If ratified by the shareholders, the Rights Plan will have a term of 3 years.
Pursuant to the terms of the Rights Plan, any take-over bid that meets specified criteria intended to protect the interests of all shareholders is deemed to be a “Permitted Bid”. A Permitted Bid must be made by way of a take-over bid circular prepared in compliance with applicable securities laws, must be made to all the Company’s common shareholders other than the offeror and, in addition to certain other conditions, must remain open for a minimum of 60 days. In the event a take-over bid does not meet the Permitted Bid requirements of the Rights Plan, the rights issued under the Rights Plan will entitle shareholders, other than any shareholder or shareholders involved in the take-over bid, to purchase additional common shares of the Company at a discount to the market price of the common shares at that time.
ABOUT ZENN MOTOR COMPANY (ZMC)
ZENN Motor Company, Toronto, Ontario, Canada, is dedicated to being the global leader in zero emission transportation solutions for markets around the world. Driven by quality, ingenuity, and a philosophy of social responsibility, the ZMC team is redefining what is possible in both urban and business fleet transportation.The ZENN™ (Zero Emission No Noise) provides a complete, no-compromise transportation solution for environmentally conscious drivers who want to dramatically reduce their operating costs, and free themselves from dependence on oil. The current ZENN low-speed vehicle is perfect for urban commuters and commercial fleets such as resorts, gated communities, airports, college and business campuses, municipalities, and parks. The current ZENN is sold through a growing network of retailers across the United States and factory-direct in Québec, Canada.
The planned commercialization of the ultra capacitor being developed by ZENN Motor Company’s strategic energy storage partner, EEStor Inc. for future ZENN vehicles will enable ZMC vehicles to travel at greater speeds and distances, just like a conventional car but at a fraction of the cost and with zero emissions!