FOR IMMEDIATE RELEASE
July 28th, 2009
Tri Origin Announces Intention to Distribute Shares of Australian Affiliate
Tri Origin Exploration Ltd. (the ?Company? or ?Tri Origin?) (TOE: TSX-V); announces that it intends to distribute a portion of its equity share holding in its Australian affiliate Tri Origin Minerals Ltd. (?TRO?) as a return of capital to its shareholders.
The distribution is proposed to comprise approximately 20 million of the 49 million shares of TRO currently held by Tri Origin. The distribution would be made pursuant to a Plan of Arrangement under the Business Corporations Act (Ontario), and is subject to approval by the shareholders of Tri Origin, the Ontario courts and acceptance by appropriate regulatory authorities. Shareholder approval will be sought by the Company at an annual and special meeting proposed to be held on October 1st.
In conjunction with the proposed distribution by the Company, the Board of Directors of TRO has authorized TRO to apply to list its shares on the Toronto Stock Exchange (the ?TMX?) to compliment its existing listing on the Australian Securities Exchange (the ?ASX?). TRO has not yet submitted a listing application to the TMX, and any listing would be subject to TRO satisfying original listing requirements for the TMX. TRO currently has approximately 101 million shares outstanding, of which approximately 49 million shares are held by Tri Origin. Assuming completion of the proposed distribution, Tri Origin would continue to hold approximately 29 million shares of TRO (representing approximately 28.5% of the outstanding shares of TRO), Tri Origin shareholders would hold 20 million shares of TRO (representing approximately 19.6%), and the current shareholders of TRO would hold 52 million shares (51.9%).
Tri Origin?s board believes that the proposed transaction will be of significant benefit to Tri Origin and its shareholders, as well as to TRO. Tri Origin?s equity holding in TRO is a significant asset to the Company; however it suffers from a holding company discount. Coincidentally, the value of TRO shares has been held back by unease in the Australian market place due to having a single shareholder hold a 50% interest in the issued capital in the company.
For these reasons, Tri Origin?s management believes that the value to both companies will be increased if a concurrent TMX listing for TRO and distribution of some of Tri Origin?s holding in TRO to its shareholders can be achieved. These two events will provide TRO with an increased shareholder base and added liquidity as well as exposure to a much expanded investor and financial marketplace. These benefits will allow both Tri Origin and its shareholders of record to benefit through having a direct exposure to TRO, a company positioned to take strong advantage of a return to growth in the global metals and financial markets. Tri Origin intents to maintain a substantial ownership position in TRO as both companies continue to grow in the future. The focus of the two companies will remain the same allowing Tri Origin?s shareholders to incur maximum benefit from Tri Origin?s ongoing gold and base metal exploration programs in the Canadian Shield and the advancement of TRO?s significant asset base in New South Wales, Australia.
TRO?s public release announcing its decision to apply for a TMX listing, as filed with the Australian Securities Exchange, has been posted on the Company?s website at www.triorigin.com.
For further information please contact:
Tri Origin Exploration Ltd.
Dr. Robert Valliant, President
Tel: (905) 727-1779
Web page - www.triorigin.com
E-mail: invest@triorigin.com