Megabet EGM approves mammoth capital increase

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The Extraordinary General Meeting of Megabet Pcl (MEGA) held on May 22, 2007 approved the resolutions paving the way for the injection of up to EUR 170 mln in cash into the company, or triple its current market cap as well as change in the name to Sea Start Capital Plc to reflect the business objectives of its new majority shareholders from Greece.
The EGM approved the issue of 384,615,384 new shares of nominal value CYP0.025 against EUR0.26 per share cash by the Board of Directors to one or more strategic investors, after ascertaining that the strategic investors are able to secure new investments, acquisitions of international companies or stakes in international companies actively involved in the sector of shipping and mineral wealth exploitation. The disposal must be completed by 31/12/2007. This issue is earmarked to raise EUR 100 mln in new cash for the company.
The EGM also approved the issue of 133,571,430 Rights, which will be allocated to the shareholders of the Company to the ratio of 1 Right for every share that each shareholder will hold at the record date, which will be announced after the approval of the Prospectus. Each Right exercised will be converted into 2 shares of nominal value CYP0.025 with an exercise price of EUR0.26 for every new share. For the exercise of each Right, the beneficiary will submit to the Company the sum of EUR0.52 for the acquisition of 2 new ordinary shares. The Board of Directors is authorized to dispose all unexercised rights to third parties at its own discretion. The disposal must be completed by 31/12/2007. Once completed, the company will raise EUR 69.45 mln in cash through the rights issue.

The AGM also approved the change of the Company’s name from Megabet Pcl to Sea Star Capital Plc., in order to better reflect the new business objectives of the Group. Previously, a member of the Vardinoyannis family of Greece purchased a controlling stake in the company.
As a result of the approval of the issue of share capital for the finding of business opportunities via acquisitions of international companies or stakes in international companies actively involved in the sector of shipping or mineral wealth extraction, the Company must amend its targets so as to include such activities. The Board of Directors will, therefore, meet on June 1, 2007 to examine the possible amendment of the Articles of Association. The meeting will also examine issues concerning the Company’s capital.