TORONTO, March 26, 2018 (GLOBE NEWSWIRE) -- Philip Garrett Clayton and Tyrrell Garth (collectively, the “Acquirors”) announce the signing of an agreement to acquire, directly or indirectly through entities controlled by each of the Acquirors, from five shareholders of Starrex International Ltd. (the “Issuer”) an aggregate of 2,799,533 common shares of the Issuer (the “Common Shares”) at a price of US$0.52 (equivalent to Cdn $0.68) per Common Share (the “Transaction”).
Prior to acquiring such Common Shares, (i) Mr. Clayton owned or controlled 2,558,173 Common Shares representing approximately 17.54% of the issued and outstanding Common Shares and 225,000 stock options that, if exercised, would give Mr. Clayton ownership or control over approximately 1.52% of the issued and outstanding Common Shares (calculated on a partially diluted basis), and (ii) Mr. Garth owned 1,491,504 Common Shares representing approximately 10.23% of the issued and outstanding Common Shares.
As a result of the above-noted acquisition, (i) Mr. Clayton now owns or controls 3,327,940 Common Shares representing approximately 22.82% of the issued and outstanding Common Shares and 225,000 stock options that, if exercised, would give Mr. Clayton ownership or control over approximately 1.52% of the issued and outstanding Common Shares (calculated on a partially diluted basis), and (ii) Mr. Garth now owns or controls 3,521,270 Common Shares representing approximately 24.15% of the issued and outstanding Common Shares.
The Acquirors have no present intention of continuing to act in concert regarding their holdings of securities of the Issuer or of acquiring additional securities of the Issuer together or independently. Depending upon their evaluations of the business, prospects and financial condition of the Issuer, the market for the Issuer’s securities, general economic and tax conditions and other factors, either or both of the Acquirors may acquire more or sell some or all of their securities of the Issuer.
The Transaction was exempt from the formal bid requirements pursuant to the provisions of section 4.2 - Private agreement exemption of National Instrument 62-104 – Take-Over Bids and Issuer Bids.
For more information and to obtain a copy of each of the early warning reports required by securities legislation and filed on SEDAR under the Issuer’s profile at www.sedar.com, please contact:
|Philip Garrett Clayton |
9999 Bellaire Boulevard, Suite 725
Houston, Texas, United States 77036
Telephone: (647) 981-2782
7350 Phelan Boulevard
Beaumont, Texas, United States 77706
Telephone: (409) 866-5444
Source:Philip Garrett Clayton;Tyrrell Garth