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       CA60250R1010

MINAEAN INTERNATIONAL CO.

End-of-day quote Deutsche Boerse AG  -  06:48:47 2023-02-03 pm EST
- EUR    0.00%
2015Minaean : SP Construction Corp. Announces Completion Of Share Consolidation, Name Change, Continuance Into British Columbia, Completion Of Private Placement, Creation Of Control Person And Grant Of Stock Options
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2015Minaean : Announces Shareholder Approval Of Annual General And Special Meeting Matters Including Share Consolidation, Name Change, Continuance Into British Columbia And Creation Of Control Person
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2015Minaean : and Shapoorji Pallonji International FZC Enter into a Memorandum of Understanding for a Non-Brokered Private Placement, Creation of a New Control Person and Share Consolidation
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Minaean : SP Construction Corp. Announces Completion Of Share Consolidation, Name Change, Continuance Into British Columbia, Completion Of Private Placement, Creation Of Control Person And Grant Of Stock Options

08/31/2015 | 04:12pm EST

Vancouver, BC, Canada - August 31, 2015 - Minaean SP Construction Corp. (TSX Venture Exchange: MSP; Berlin and Frankfurt Stock Exchanges: NJA) (the "Company") announces that it has completed its corporate reorganization, disclosed in its previous news releases dated May 13, 2015 and August 17, 2015, which includes the following:

  1. the consolidation of all the Company's issued and outstanding share capital on a 2:1 basis (the "Consolidation"). The 53,504,771 common shares previously issued and outstanding were consolidated effective August 28, 2015 into 28,909,883 new shares;
  2. the continuance of the Company's corporate jurisdiction to British Columbia from Alberta under the name "Minaean SP Construction Corp.";
  3. the non-brokered private placement of 27,500,000 post-Consolidation shares of the Company for gross proceeds of $1,650,000 (the "Private Placement"); and
  4. the debt settlement of $150,000 in debt in exchange for 1,500,000 post-Consolidation shares of the Company at a deemed price of $0.10 per post Consolidation share.

As a result of the above transactions the Company now has 57,909,883 common shares issued and outstanding. In addition to closing of the reorganization and subject to regulatory approval, the Company's Board of Directors has granted a total of 5,534,116 stock options (the "Options") to directors, officers, consultants and employees of the Company to purchase common shares of the Company in accordance with its stock option plan. All of the Options vest immediately. All of the Options are issued at an exercise price of $0.26 per common share and expire five years from the date of issuance.

This press release is being disseminated as required by National Instrument 62-103 The Early Warning System and Related Take Over Bids and Insider Reporting Issues in connection with the filing of an early warning report (the "Early Warning Report") regarding the acquisition of securities of the Company by Shapoorji Pallonji International FZC ("Shapoorji") of the United Arab Emirates.

Shapoorji acquired 25,800,000 shares (the "Shares") of the Company at a price of $0.06 per Share under the Private Placement.

Accordingly, Shapoorji beneficially owns 25,800,000 common shares of the Company, representing approximately 44.55% of the issued and outstanding voting securities of the Company.

The Shares were acquired for investment purposes and Shapoorji may increase or decrease its beneficial ownership or control depending on market or other conditions.

A copy of the Early Warning Report for Shapoorji can be found under the Company's profile at www.SEDAR.com.

Effective at the opening of trading on Friday, August 28, 2015, the Company's common shares commenced trading on a post-consolidated basis under its new name "Minaean SP Construction Corp." and under its new trading symbol "MSP". The Company's CUSIP and ISIN numbers changed to 60250V102 and CA 60250V1022, respectively.

The Company's newly elected board of directors and management team consists of Captain Mervyn Pinto, Chairman, President, Chief Executive Officer and Director, Mr. Hari Varshney, Chief Financial Officer and Director, Ms. Debbie Lew, Corporate Secretary, Mr. Fali Vajifdar, Director, Mr. Mohan Saini, Director and Mr. Jai Mavani, Director. Messrs. Saini and Mavani are representatives of Shapoorji Pallonji International FZC, a subsidiary of the Shapoorji Pallonji Group (the "SP Group")

Mr. Pinto would like to thank the outgoing directors and officers for their contributions to the board during their appointment to the Board of Directors. Mr. Pinto added: "We are very excited to form this relationship with the Shapoorji Pallonji Group and welcome Shapoorji Pallonji International FZC as the Company's new control person and its representatives as directors of the Company. With the backing of the SP Group's expertise in major building and infrastructure construction, we believe the Company is now well positioned to bid and execute on mass housing and other construction projects.

About the Company

Minaean SP Construction Corp. is a company well known for its pioneering efforts in the manufacture of light gauge steel components for the construction industry and modular metal buildings in India. The strong, affordable, ecologically sustainable structures present a promising solution to the mass housing shortages in developing countries in addition to a range of conventional applications.

The shares of Minaean SP Construction Corp. are publicly traded on the TSX Venture Exchange under the symbol "MSP" and on the Berlin and Frankfurt Stock Exchanges under the symbol "NJA". For more information, please visit www.minaean.com.

About Shapoorji Pallonji Group ("SP Group")

SP Group is a Mumbai, India based business conglomerate with interests in construction, real estate, textiles, engineering and shipping. The SP Group's flagship company Shapoorji Pallonji & Co. Private Limited is a construction company which operates in the following markets: commercial, residential, Institutional, Water / Waste water, specialized Design & Build Projects and industrial projects which offers a range of services including conventional contracting, general contracting, design and build and EPC (engineering procurement and construction). The SP Group has over 23,000 employees and annual revenues of over $US 2.5 Billion. Shapoorji Pallonji International FZC is one of the SP Group's investing arms for various international businesses. In international markets, SP Group provides contracting services through local operating entities for residential, commercial, industrial, hospitality, healthcare and mixed use projects. These entities are managed by a team of experienced, competent and talented professionals and such operations are spread over 14 countries including UAE, Qatar, Saudi Arabia, Kuwait, Algeria, Ghana etc.. For more information, please visit www.shapoorji.in/

On behalf of the Board of Directors
MINAEAN SP CONSTRUCTION CORP.

"Mervyn Pinto"

Mervyn Pinto
President, Chief Executive Officer & Director

For further information please contact:
Minaean SP Construction Corp.
Email: investors@minaean.com
Toll free: 1-855-684-2181
Tel: 1-604-684-2181

Neither TSX Venture Exchange nor its regulation services provider (as that term I s define din the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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