For immediate release
Not for release, publication or distribution in whole or in part in or into the United States, Canada, Australia, the Republic of South Africa or Japan or any other jurisdiction where it is unlawful to do so.
26 August 2010
Tri-Star Resources plc
(the "Company")
(formerly known as Canisp plc)
Result of Annual General Meeting
Further to the Company's announcement earlier today, and the passing of all resolutions proposed at the Annual General Meeting, completion of the acquisition of Tri-Star* (the "Acquisition") is due to take place on 27 August 2010. On completion of the Acquisition, the following appointments to the Board will become effective: Adrian Collins as Non-Executive Chairman; Jos Trusted as a Non-Executive Director; Jonathan Quirk as Non-Executive Finance Director; Brian Spratley as an Executive Director and Chief Executive; and Mehmet Vehbi Eyi as an Executive Director. Michael Hirschfield will remain as a Non-Executive Director of the Company and Joanna Unden will resign from the Board. Save as set out in the admission document of the Company that was posted to shareholders on 3 August 2010, there is no further information to be disclosed in respect of the Proposed Directors under paragraph (g) of Schedule 2 of the AIM Rules.
A resolution to approve the reorganisation of share capital was passed today. Pursuant to this resolution, each Existing Ordinary Share in the Company will be subdivided into one New Ordinary Share and one New Deferred Share in the Company. Trading in the Existing Ordinary Shares on AIM was suspended with effect from the close of business on 11 February 2010 due to press speculation regarding an acquisition by the Company.
Application has been made to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on AIM. Admission is expected to become effective and dealings in the 3,994,047,275 New Ordinary Shares are expected to commence at 8.00 a.m. on Friday 27 August 2010 (AIM: TSTR). Existing share certificates for ordinary shares in the capital of the Company will continue to be valid.
On Admission, the Concert Party will be interested in aggregate in 3,020,000,000 Ordinary Shares, representing approximately 75.61 per cent. of the Company's enlarged issued share capital.
Unless the context otherwise requires, defined terms used in this announcement shall have the meanings given to them in the Company's admission document distributed to its shareholders dated 3 August 2010.
*The full name of Tri-Star is Üç Yildiz Antimon Madencilik İthalat Ve İhracat Sanayi ve Ticaret Anonim Şirketi.
Enquiries:
Strand Hanson Limited (Nomad) James Harris / Paul Cocker / Liam Buswell |
Tel: +44 (0)20 7409 3494
|
Keith, Bayley, Rogers & Co Limited (Broker) Simon Frost / Brinsley Holman |
Tel: +44 (0)20 3100 8300 |
Hansard Communications Justine James /John Bick |
Tel: +44 (0)20 7245 1100
|
Strand Hanson and KBR, which are both authorised and regulated in the United Kingdom by the Financial Services Authority, are acting as financial and nominated adviser and broker to the Company respectively in connection with the Acquisition and the Admission of the Enlarged Share Capital to trading on AIM. Their responsibilities as the Company's nominated adviser and broker under the AIM Rules for Companies and the AIM Rules for Nominated Advisers are owed solely to the London Stock Exchange and are not owed to the Company or to any Director or to any other person in respect of their decision to acquire shares in the Company in reliance on any part of this announcement. Strand Hanson and KBR are acting exclusively for the Company and for no one else and will not be responsible to anyone other than the Company for providing the protections afforded to their clients or for providing advice in relation to the contents of this announcement or the Acquisition or the Admission of the Enlarged Share Capital to trading on AIM. No representation or warranty, express or implied, is made by either Strand Hanson or KBR as to the contents of this announcement, without limiting the statutory rights of any person to whom this announcement is issued. The information contained in this announcement is not intended to inform or be relied upon by any subsequent purchasers of Ordinary Shares (whether on or off exchange) and accordingly no duty of care is accepted in relation to them.
The Directors accept responsibility, individually and collectively, for the information contained in this announcement and for compliance with the AIM Rules for Companies. To the best of the knowledge and belief of the Directors, who have taken all reasonable care to ensure that such is the case, the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
This announcement does not constitute, or form part of, an offer or an invitation to purchase any securities.