(March 23 – 17:20 ET) – The Equisure Financial Network Inc board of directors has approved the adoption of a shareholder rights plan as part of its process in dealing with potential parties who may wish to acquire control of the Company by way of a take-over
bid or other transaction consistent with the Company’s mandate to maximize
shareholders value.

The Rights Plan is intended to ensure all shareholders of the Company are treated fairly in any transaction involving a change of control of Equisure. The adoption of the Rights Plan is subject to regulatory approval.

The Rights Plan has been adopted, says Equisure, in response to the Company’s concern that existing Canadian securities legislation may not allow sufficient time, if a take-over bid were commenced for the Company, for Equisure’s Special Committee, board of directors or shareholders to properly consider the bid. Equisure also wants to ensure that its Special Committee and the board of directors have time to solicit, develop and consider alternative transactions, if appropriate.

In addition, the Rights Plan prevents a creeping take-over through normal course purchases or private transactions and also prevents take-over bids for less than all of Equisure’s outstanding shares. Although the Rights Plan will take effect immediately, Equisure’s intention is to ask its shareholders to confirm the Rights Plan at its annual
meeting of shareholders to be held on May 30, 2000. If approved, the Rights
Plan will continue in effect for a three-year period.

It is not the intention of the Rights Plan to prevent take-over bids, says Equisure. Under the Rights Plan, a permitted bid is a bid made for all of the outstanding shares to all shareholders on identical terms and conditions that is open for at least 45 days. If at the end of 45 days at least 50% of the outstanding shares, other than those owned by the offeror and certain related parties, have been tendered, the offeror may take up and pay for the shares but must extend the bid for a further 10 days to allow all other shareholders
to tender.

Equisure also announced that its Special Committee of the board of directors has appointed BMO Nesbitt Burns Inc. as financial advisor to the Special Committee.
-IE Staff