Bristol Management Limited Acquires Shares
VANCOUVER, BRITISH COLUMBIA – Monday, March 3, 2025 – Minaean SP Construction Corporation (TSXV: MSP.V) (the “Company”) is announcing that Bristol Management Limited (“Bristol”) has acquired 31,343,819 common shares (the “Shares”) in the capital of the Company from Shapoorji Pallonji International FZC (“Shapoorji”) and Fali Vajifdar (“Fali”) pursuant to a private transaction (the “Transaction”) which is exempt from the take-over bid requirements pursuant to section 4.2(1) of National Instrument 62-104. On completion of this Transaction, Bristol will hold 51.3% of the issued and outstanding common shares of the Company.
Purchase of Shares
Bristol acquired, and Shapoorji and Fali disposed, the Shares at a deemed price of $0.01 per Share.
Prior to the Transaction, Bristol held 260,000 common shares in the capital of the Company, which was equal to 0.4% of the issued and outstanding common shares of the Company. Shapoorji held 27,479,996 shares and Fali held 4,030,489 shares in the capital of the Company, collectively representing 51.1% of the issues and outstanding common shares.
Following the Transaction, Bristol holds 31,603,819 shares in the capital of the Company, which is equal to 51.3% of the issued and outstanding common shares of the Company.
Bristol acquired the Shares for investment purposes. In pursuing such purposes, Bristol takes a long-term view of its investment. Bristol reserves the right to formulate other plans or make other proposals and take such actions with respect to its investment in the Company. Depending on market conditions and other factors, Bristol may acquire additional securities of the Company as Bristol may deem appropriate, whether in open market purchases, privately negotiated transactions or otherwise. Bristol may dispose of some or all of such securities. Bristol may also reconsider and change its plans or proposals relating to the foregoing.
Early Warning Report filed pursuant to National Instrument 62-103
This press release is issued pursuant to early warning requirements of National Instrument 62-104 and National Instrument 62-103, which also requires Bristol to file a report with regulatory authorities in each of the jurisdictions containing additional information with respect to the foregoing matters (the “Early Warning Reports”). A copy of each of the Early Warning Reports are available under the Company’s SEDAR+ profile at www.sedarplus.ca.
For further information with respect to Bristol, please contact:
Name: Haneef Esmail
Title: President
Email: esmail.haneef@gmail.com
For further information with respect to Minaean, please contact:
Name: Mervyn Pinto
Title: Chief Executive Officer
Phone: +1 (604) 684-2181
Email: info@minaean.com
Forward Looking Information
This press release contains “forward-looking statements” within the meaning of applicable securities laws, such as statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Use of words such as “may”, “will”, “expect”, “believe”, “intends”, “likely”, or other words of similar effect may indicate a “forward-looking” statement. These statements are not guarantees of future performance and are subject to numerous risks and uncertainties, including those described in the Company’s publicly filed documents (available on SEDAR at www.sedar.com). Many of these risks and uncertainties can affect the Company’s actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statement made by the Company or on its behalf. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. All forward-looking statements in this press release are qualified by these cautionary statements. These statements are made as of the date of this news release and, except as required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Additionally, the Company undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of the Company, its financial or operating results or its securities. The Company does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by the Company or on the Company’s behalf, except as required by applicable law.
“Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.”