Click here to close now.




















Welcome!

News Feed Item

Caspian Energy Inc. Announces Shareholder Meeting Results

CALGARY, ALBERTA -- (Marketwired) -- 02/19/14 -- Caspian Energy Inc. ("Caspian") (TSX VENTURE: CEK.H) is pleased to announce the results of its special meeting of shareholders (the "Special Meeting") held today.

A total of 93,433,681 common shares of Caspian (the "Common Shares") of the 229,767,771 Common Shares outstanding were voted in favour of the special resolution (the "Consolidation Resolution") to consolidate the issued and outstanding Common Shares on the basis of one new common share of Caspian (a "Post-Consolidation Share") for every ten pre-Consolidation Common Shares (the "Consolidation") and a total of 780,036 Common Shares were voted against the Consolidation Resolution. Approximately 99.2% of the votes were cast in favour of the Consolidation Resolution.

Shareholders also voted approximately 99.4% in favour of the resolution (the "Conversion Resolution") to amend its amended and restated secured convertible debentures each dated July 8, 2011 (the "Debentures"). A total of 62,615,142 of the 62,965,492 eligible Common Shares were voted in favour of the Conversion Resolution and a total of 350,350 of the eligible Common Shares were voted against the Consolidation Resolution. 28,676,843 votes were excluded from voting on the Conversion Resolution pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI-61-101").

The Conversion Resolution approves a debenture amending agreement dated January 15, 2014 that, among other things, amends the Conversion Price (as defined in the Debentures) to the price such that, if all outstanding Debentures are converted (the "Conversion"), the Common Shares issued upon the Conversion would represent approximately eighty-two and one half percent (82.5%) of the issued and outstanding Common Shares. Caspian shareholders holding Common Shares immediately prior to the Conversion (which includes the holders of Debentures ("Holders") and certain of their affiliates) will hold the remaining approximately 17.5% of the Common Shares. Following the Conversion no debt owed to the Holders will remain outstanding.

Caspian plans to proceed with the Consolidation and the Conversion subject to and following approval thereof by the NEX board of the TSX Venture Exchange. It is expected that the Consolidation and the Conversion will occur tomorrow, February 20, 2014. An aggregate of 108,319,091 Post-Consolidation Shares will be issued to the Holders.

On the date of the Conversion, Maurizio Barnaba and William Ramsay are expected to resign from Caspian's board of directors (the "Board") and it is expected that the Board will appoint Baltabek Kuandykov, Nodir Normatov, Paul Marchand and Ivan S. Andreev as replacement directors. A voting agreement is expected to be entered into pursuant to which the Holders will agree (i) to vote their Common Shares at the annual meeting of Caspian shareholders to be held in 2014 in favour of, at the election of the Holders, one of Brian Korney, Michael Nobbs or Gordon Harris and to not take any action to remove such individual from the Board prior to the first anniversary of the date of the Conversion; and (ii) for as long as Firebird Global Master Fund, Ltd. and Firebird Avrora Fund, Ltd. (together with any other investment fund under common management) collectively hold 10% or more of the outstanding Common Shares, to vote their Common Shares at any meeting of Caspian shareholders held for the purpose of electing directors in favour of one representative identified by Firebird Global or Firebird Avrora (or any other investment fund under common management).

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation which we refer to herein, collectively, as "forward-looking information". Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Caspian's actual performance, developments and/or results may differ materially from any or all of the forward-looking statements. Further information which may cause results to differ materially from those projected in the forward-looking statements is contained in Caspian's filings with Canadian securities regulatory authorities. All material assumptions used in making forward-looking information are based on management's knowledge of current business conditions and expectations of future business conditions and trends Although Caspian believes the assumptions used to make such statements are reasonable at this time and has attempted to identify in its continuous disclosure documents important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended, including the failure of the Corporation to obtain NEX approval for the Consolidation or Conversion. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The Corporation does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Contacts:
Caspian Energy Inc.
William Ramsay
President and Chief Executive Officer
44 (0)773663 1378

Caspian Energy Inc.
Brian Korney
Chief Financial Officer
(403) 513-3375

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

Latest Stories
SYS-CON Events announced today that HPM Networks will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. For 20 years, HPM Networks has been integrating technology solutions that solve complex business challenges. HPM Networks has designed solutions for both SMB and enterprise customers throughout the San Francisco Bay Area.
Learn how you can use the CoSN SEND II Decision Tree for Education Technology to make sure that your K–12 technology initiatives create a more engaging learning experience that empowers students, teachers, and administrators alike.
In a recent research, analyst firm IDC found that the average cost of a critical application failure is $500,000 to $1 million per hour and the average total cost of unplanned application downtime is $1.25 billion to $2.5 billion per year for Fortune 1000 companies. In addition to the findings on the cost of the downtime, the research also highlighted best practices for development, testing, application support, infrastructure, and operations teams.
Container technology is sending shock waves through the world of cloud computing. Heralded as the 'next big thing,' containers provide software owners a consistent way to package their software and dependencies while infrastructure operators benefit from a standard way to deploy and run them. Containers present new challenges for tracking usage due to their dynamic nature. They can also be deployed to bare metal, virtual machines and various cloud platforms. How do software owners track the usag...
As Marc Andreessen says software is eating the world. Everything is rapidly moving toward being software-defined – from our phones and cars through our washing machines to the datacenter. However, there are larger challenges when implementing software defined on a larger scale - when building software defined infrastructure. In his session at 16th Cloud Expo, Boyan Ivanov, CEO of StorPool, provided some practical insights on what, how and why when implementing "software-defined" in the datacent...
Mobile, social, Big Data, and cloud have fundamentally changed the way we live. “Anytime, anywhere” access to data and information is no longer a luxury; it’s a requirement, in both our personal and professional lives. For IT organizations, this means pressure has never been greater to deliver meaningful services to the business and customers.
As organizations shift towards IT-as-a-service models, the need for managing and protecting data residing across physical, virtual, and now cloud environments grows with it. CommVault can ensure protection and E-Discovery of your data – whether in a private cloud, a Service Provider delivered public cloud, or a hybrid cloud environment – across the heterogeneous enterprise. In his session at 17th Cloud Expo, Randy De Meno, Chief Technologist - Windows Products and Microsoft Partnerships at Com...
SYS-CON Events announced today that VividCortex, the monitoring solution for the modern data system, will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. The database is the heart of most applications, but it’s also the part that’s hardest to scale, monitor, and optimize even as it’s growing 50% year over year. VividCortex is the first unified suite of database monitoring tools specifically desi...
The Software Defined Data Center (SDDC), which enables organizations to seamlessly run in a hybrid cloud model (public + private cloud), is here to stay. IDC estimates that the software-defined networking market will be valued at $3.7 billion by 2016. Security is a key component and benefit of the SDDC, and offers an opportunity to build security 'from the ground up' and weave it into the environment from day one. In his session at 16th Cloud Expo, Reuven Harrison, CTO and Co-Founder of Tufin,...
In their session at 17th Cloud Expo, Hal Schwartz, CEO of Secure Infrastructure & Services (SIAS), and Chuck Paolillo, CTO of Secure Infrastructure & Services (SIAS), provide a study of cloud adoption trends and the power and flexibility of IBM Power and Pureflex cloud solutions. In his role as CEO of Secure Infrastructure & Services (SIAS), Hal Schwartz provides leadership and direction for the company.
SYS-CON Events announced today that MobiDev, a software development company, will exhibit at the 17th International Cloud Expo®, which will take place November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. MobiDev is a software development company with representative offices in Atlanta (US), Sheffield (UK) and Würzburg (Germany); and development centers in Ukraine. Since 2009 it has grown from a small group of passionate engineers and business managers to a full-scale mobi...
There are many considerations when moving applications from on-premise to cloud. It is critical to understand the benefits and also challenges of this migration. A successful migration will result in lower Total Cost of Ownership, yet offer the same or higher level of robustness. In his session at 15th Cloud Expo, Michael Meiner, an Engineering Director at Oracle, Corporation, analyzed a range of cloud offerings (IaaS, PaaS, SaaS) and discussed the benefits/challenges of migrating to each offe...
"We've just seen a huge influx of new partners coming into our ecosystem, and partners building unique offerings on top of our API set," explained Seth Bostock, Chief Executive Officer at IndependenceIT, in this SYS-CON.tv interview at 16th Cloud Expo, held June 9-11, 2015, at the Javits Center in New York City.
Digital Transformation is the ultimate goal of cloud computing and related initiatives. The phrase is certainly not a precise one, and as subject to hand-waving and distortion as any high-falutin' terminology in the world of information technology. Yet it is an excellent choice of words to describe what enterprise IT—and by extension, organizations in general—should be working to achieve. Digital Transformation means: handling all the data types being found and created in the organizat...
Chuck Piluso presented a study of cloud adoption trends and the power and flexibility of IBM Power and Pureflex cloud solutions. Prior to Secure Infrastructure and Services, Mr. Piluso founded North American Telecommunication Corporation, a facilities-based Competitive Local Exchange Carrier licensed by the Public Service Commission in 10 states, serving as the company's chairman and president from 1997 to 2000. Between 1990 and 1997, Mr. Piluso served as chairman & founder of International Te...