August 21, 2007 18:00 ET

Raystar Enterprises Ltd.: Financing and Share Consolidation

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 21, 2007) - Raystar Enterprises Ltd. (NEX:RST.H) (the "Company") announces that it is not proceeding with the non-brokered private placement of 9,615,300 units previously announced on June 22, 2007.

The Company also announces a proposed consolidation (the "Consolidation") of its issued and outstanding Common shares on the basis of three pre-Consolidation shares for each one post-Consolidation share.

At the Company's Extraordinary General Meeting of Shareholders to be held on October 5, 2007 (the "Meeting"), shareholders will be asked to pass a special resolution approving the Consolidation. In accordance with the Business Corporations Act (British Columbia), the Consolidation must be approved by a majority of not less than 75% of the votes cast at the Meeting on the resolution approving the Consolidation.

As of the date hereof, the Company has 31,752,939 Common shares issued and outstanding. The proposed Consolidation will reduce the number of Common shares issued and outstanding to approximately 10,584,313 Common shares before taking into account any fractional shares resulting from the Consolidation which will be converted into whole shares as follows:

a) any fractional shares arising upon the Consolidation comprising less than one-half of one share will be deemed to have been tendered by the registered owner to the Company by way of gift for cancellation and will be returned to the authorized but unissued share structure of the Company; and

b) any fractional shares arising upon the Consolidation comprising greater than or equal to one-half of one share will be converted into one whole share.

In conjunction with the Consolidation, the shareholders will be asked to pass a special resolution changing the name of the Company to "Raystar Capital Ltd." or such other name as may be approved by the Board of Directors and is acceptable to the British Columbia Registrar of Companies and the NEX.

Upon the shareholders approving the Consolidation and name change by special resolution at the Meeting, the Consolidation and name change will become effective on the date that the Consolidation is accepted by NEX.

Management of the Company is of the opinion that the Consolidation is in the best interests of the Company. Management believes that the number of post-Consolidation Common shares will be more appropriate given the Company's capitalization and will allow the Company greater possibilities with respect to future financings.


Edward Farrauto, Chief Executive Officer

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Raystar Enterprises Ltd.
    Edward Farrauto
    Chief Executive Officer
    (604) 687-3992