Result of General Meeting and Directorate Changes

RNS Number : 5076S

Blue Star Capital plc

06 November 2019

 

6 November 2019

Blue Star Capital plc

("Blue Star" or the "Company")

Result of General Meeting and Directorate Changes

Blue Star Capital plc (AIM: BLU), the investing company with a focus on technology and its applications within media and gaming, announces that, at the general meeting held earlier today ("General Meeting"), all resolutions were duly passed. As a result, the Company will proceed to complete the Second Placing, as announced on 16 October 2019.

The Company further announces the appointment of Derek Lew to the Board who joins as Chairman of the Board, replacing William Henbury who retires with immediate effect.  The Board wishes to thank Mr Henbury for his service to the Company and wishes him well with his future endeavours.

Conclusion of the Conditional Placing and Investment in Esports Companies

Following the passing of the resolutions at the General Meeting, the Company will proceed to complete the Second Placing, grant the warrants and conclude three further investments in esports companies pursuant to the terms of the Investment Agreement as detailed in the Company's circular of 16 October 2019.  

The Company has today issued 450,000,000 new ordinary shares at a price of 0.1 pence per share raising £450,000 before expenses ("Second Placing Shares").  With the proceeds, the Company will subscribe for ordinary shares in the share capitals of each of The Cubs Esports PTY Ltd and The Drops Esports Inc for an aggregate subscription price of c.£300,000 and will subscribe for $185,000 (USD) convertible loan notes created and issued by The Dibs Esports Corp, conditional upon admission of the Second Placing Shares.

Application will shortly be made to the London Stock Exchange for the Second Placing Shares to be admitted to trading on AIM. The Second Placing Shares will, when issued, rank pari passu in all respects with the existing ordinary shares, including the right to receive all dividends and other distributions declared, made or paid following admission. It is anticipated that the Second Placing Shares will be admitted to trading on AIM at 8.00 a.m. on or around 12 November 2019.

Total Voting Rights

Following the issue of the Second Placing Shares, the Company will have 3,142,582,852 Ordinary Shares issue. There are no Ordinary Shares held in treasury. The figure of 3,142,582,852 may be used by the Company's shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

Appointment of Franklin Derek Lew

The Company is pleased to advise that Derek Lew has been appointed, with immediate effect, as Chairman of the Board.

Derek has advised, started and invested in technology companies for over 20 years. An active member of the technology community in Vancouver, he is President and CEO of venture capital fund manager GrowthWorks Capital Ltd and past-Chair of Innovate BC (formerly the British Columbia Innovation Council), the Crown Agency of the Province of British Columbia mandated to accelerate technology commercialisation. Derek is a Partner with Initio Group, a Vancouver, BC-based early-stage angel investment firm.

Derek started his technology career as a lawyer, advising both technology companies and investors in all areas, including life sciences, ITC and e-commerce.

Derek holds a Bachelor of Arts from the University of British Columbia and a Bachelor of Laws from the University of Alberta.

The following additional information is provided in accordance with paragraph (g) of Schedule Two to the AIM Rules for Companies:

Franklin Derek Lew (aged 50) is currently or has been a director of the following companies within the previous five years:

Current directorships/partnerships	Past directorships/partnerships
676408 Alberta Inc	0844962 B.C. Ltd
Aether Catalyst Solutions Inc	464971 B.C. Ltd
Bookyourdentist.com Corporation	British Columbia Innovation Council
California One Pizza Ventures Inc	Canadian Future Tel Communications Ltd
California Pizza Group Inc	Harvest Travel Agency Limited
California Two Pizza Ventures Inc	Working Opportunity Fund (EVCC) Limited
Caprice Business Development Canada Inc
Conation Capital Corp
DFJ Capital Inc
Dicken's Christmas Fair Ltd
FJL Housing Society
Frank & Joan Lew Charitable Trust
Gatineau Holdings Ltd
GBIF I General Partner Inc
Growth Works Capital Ltd
Initio Capital Group Inc
Initio Capital II GP Corp
Joder Management Services Ltd
Lilac Ventures Ltd
Mobio Technologies Inc
OHJI Holdings Ltd
P.T. Hero Enterprises Inc
Pacifica First Management
Plank Ventures Limited
Rosedale Enterprises Ltd
Scarlet Systems Incorporated

Following the issue of the Second Placing Shares, Derek Lew will hold 100,000,000 ordinary shares in the Company which represents 3.18 per cent of the issued share capital.

There is no further information to be disclosed in relation to AIM Rule 17 or paragraph (g) of Schedule Two of the AIM Rules for Companies. 

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.

For further information please contact:

Blue Star Capital plc	[phone]
Tony Fabrizi
Cairn Financial Advisers LLP	[phone]
(Nominated Adviser)
Jo Turner / Liam Murray
Smaller Company Capital Limited	[phone]
(Broker) Rupert Williams/Jeremy Woodgate

 

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