TSTR.L Regulatory News (TSTR)

2 May 2013

Tri-Star Resources Plc ("Tri-Star" or the "Company")

Placing, Proposed Acquisition and Roaster JV Update

Highlights

·; Successfully completed placing, raising gross proceeds of £500,000 at a price of 0.30 pence per ordinary share

·; Entered into non-binding letter of intent ("LOI") for the acquisition of Portage Minerals Inc. ("Portage") for an all-share consideration of 1,086 million ordinary shares (valued at £3.5 million) ("Acquisition"), thereby bringing additional Canadian antimony and gold deposits into the Company

·; UAE Roaster JV partner, Union International Group ("Union"), has indicated its intention to exercise its right to take its interest in the UAE Roaster JV to 49.99%

·; Environmental Impact Assessment filed in relation to the UAE Roaster Project ("Roaster Project")

·; Subject to funding, proposal to commence small scale production on Turkish mine dumps by end of Q1 2014

·; Non-binding indications of funding received from third parties

Commenting on today's announcement, Emin Eyi, Managing Director, said:

"Progress has been made by the Company over the past few months in achieving its strategy of being an environmentally compliant and integrated antimony producer.

"The proposed Acquisition of Portage is an important part of becoming an integrated antimony producer and we look forward to working with its management team to complete the transaction. Portage will contribute significant undeveloped antimony resources in New Brunswick, Canada to the Company's existing exploration asset base in the region. We expect our enlarged Canadian assets to be an important source of feedstock, alongside Turkey, to the Roaster Project.

"We also welcome Union's decision to take up its option to increase its interest in the Roaster Project. Union has demonstrated its financial strength and has indicated it wishes to be considered as a contractor for the construction of the Roaster Project. The Company continues to advance this discussion, as well as soliciting quotes from other Engineering, Procurement & Construction ("EPC") contractors, and has also opened discussions with other potential funding providers. We will provide a further update as and when appropriate.

"The Company notes recent press articles concerning the threat of closure for certain polluting smelters in China's Hunan province, its key antimony producing region. This highlights the importance of having an environmentally compliant processing facility using modern technology as has been developed by Tri-Star. Furthermore, the Company is investigating other high value sulphide concentrates that its roasting technology could prove suitable for handling."

Details of the Placing

The Company has raised gross proceeds of £500,000 through a placing of 166,666,670 million ordinary shares of 0.005 pence each in the capital of the Company ("Ordinary Shares") ("Placing Shares") with institutional and other investors, through SP Angel Corporate Finance LLP ("SP Angel"), at a price of 0.30 pence per Ordinary Share ("Placing").

Application will be made for the Placing Shares, which will rank pari passu in all respects with the existing Ordinary Shares, to be admitted to trading on AIM, which is expected to be effective from 8.00 a.m. on 9 May 2013.

The net proceeds of the Placing will be used to make certain payments in connection with the proposed acquisition of Portage, further details of which are set out below, and to provide additional working capital for the Company.

Proposed Acquisition of Portage

The Company has entered into a LOI for the Acquisition of Portage, which is to be effected through the issue of 1,086 million Ordinary Shares upon completion of the Acquisition. At the current Tri-Star share price (as at close of business on 1 May 2013), this implies an acquisition consideration of £3.5 million. The Acquisition is, inter alia, conditional upon the completion of due diligence and formal documentation and the requisite shareholder approvals being obtained.

Portage is a mineral exploration corporation which explores for antimony and gold in Eastern Canada. The common shares of Portage currently trade on the Canadian National Stock Exchange ("CNSX") under the trading symbol "RKX".

Portage owns the Bald Hill deposit, which is one of the largest undeveloped antimony projects in Canada. It is estimated to contain 30,000 to 40,000 tonnes of contained antimony. In addition, Portage has interests in two gold deposits, both of which are NI 43-101 compliant. The first of these, Golden Pike, which is 100% owned by Portage, has 66,300 ounces of gold at an average grade of 9.6 grams per tonne ("g/t") and the second, Golden Ridge, in which Portage has a 60% interest, has 520,200 ounces of gold at an average grade of 0.91 g/t. Both of these gold projects are viewed as non-core by Tri-Star.

Pursuant to the LOI, the Company has agreed to pay an exclusivity fee of CDN$50,000 (£32,000) immediately and then from 1 June 2013, to make monthly exclusivity payments of CDN$25,000 (£16,000) to Portage. A further payment of CDN$85,000 (£54,000), which will be satisfied by the issue of 14 million Ordinary Shares to Portage, will be made upon completion of the Acquisition. Exclusivity has been granted until 30 June 2013 to allow Tri-Star to complete the required due diligence and enter into a binding agreement. Should Portage complete an equivalent transaction to the Acquisition with another party, Portage has agreed to pay Tri-Star a break fee of CDN$500,000 (£318,000).

Upon completion, Tri-Star will assume the liabilities of Portage, which are currently expected to consist of short term liabilities of CDN$400,000 (£255,000) and long-term liabilities of CDN$660,000 (£420,000). Under the terms of the LOI, on completion of the Acquisition, Tri-Star is required to make a cash contribution of US$300,000 (£192,000) to satisfy short term liabilities together with issuing a further 20 million Ordinary Shares to Portage to satisfy additional short term liabilities of CDN$100,000 (£64,000).

On Completion of the Acquisition, it is intended that Ken Hight, Chairman and CEO of Portage, will join the board of the Tri-Star as an Executive Director.

UAE Roaster Project Update

Union, the JV partner on the Roaster Project, has informed the Company that it has completed the preliminary land lease agreements, industrial zoning, essential permits for operating export & import licenses, preliminary environmental no objection certificate and secured gas allocation pursuant to the terms of the shareholders' agreement dated 4 April 2012 ("Shareholders' Agreement"). Accordingly, the Company will issue 300 million new Ordinary Shares to Union under the terms of the Shareholders' Agreement ("Performance Shares"). Application will be made for the Performance Shares, which will rank pari passu in all respects with the existing Ordinary Shares, to be admitted to trading on AIM, which is expected to be effective from 8.00a.m. on 9 May 2013.

Union has also informed the Company that it wishes to exercise its option to increase its holding in the capital of the Roaster Project JV company, Tri-Star Union FZ LLC ("Tri-Star LLC"), from 10% to 49.99%. In addition, Union has the right to appoint a representative to the Tri-Star Board at the Company's next Annual General Meeting.

In addition, the Company has commenced discussions with qualified EPC contractors, including Union who have indicated that they wish to be considered as a contractor, for the construction of the Roaster Project.

Tri-Star LLC has completed and submitted the Roaster Project Environmental and Social Impact Assessment ("EIA") to the Environmental Protection and Development Authority ("EPDA") in Ras Al-Kaimah, UAE.

Turkey Update

The Company has acquired freehold land adjacent to its Goynuk Antimony Mine (0.8 hectares) in Turkey and plans to construct a small scale processing facility to treat the existing surface dump material. The Company is considering a non-binding pre export production loan facility from an industrial trader in order to fund the start up of this small scale production. The Company has a permit to treat 14,400 tonnes per annum of ore from dumps which contain approximately 75,000 tonnes of material grading on average 2.25% Sb ("Antimony"). Subject to funding, the plant is expected to be in operation by the end of Q1 2014.

Funding

The Company has received non-binding indications of finance from a number of parties which it is progressing. It expects to utilise these funds in order to complete the Acquisition, finance the Turkish processing facility, fund its share of the Roaster Project and also to provide general working capital. In addition, subject to the successful closing of the Acquisition, the Company will seek to monetise the Canadian non-core gold deposits and re-invest the proceeds into its core antimony projects.

Launch of Antimony Portal www.antimonyworld.com

The Company has launched an antimony project portal 'www.antimonyworld.com' which currently has recorded over 300 antimony occurrences worldwide and includes detailed property name, commodity type and location of over 125 antimony deposits worldwide.

Appointment of SP Angel as Joint Broker to the Company

The Company has appointed SP Angel as joint broker to the Company with immediate effect alongside Keith, Bayley, Rogers & Co Limited.

Enquiries:

About Tri-Star Resources

Tri-Star Resources is a focused antimony company whose management has many years experience in trading and mining this critical mineral. The Company objective is to become the leading integrated antimony metal and products manufacturer to western economy consumers utilizing a new technical and environmentally advanced 20,000 tonnes per annum name plate capacity metal and tri-oxide production facility in the UAE, with raw material supplied from its upstream resource projects in Turkey & Canada and from third party producers.

Further information is available at www.tri-starresources.com

About Portage Minerals Inc

Portage Minerals Inc. was incorporated in 2006 as a junior mining exploration and development company engaged in the acquisition, exploration and development of mineral prospects in Canada and the United States of America. Rockport Mining Corp. was founded in 2007 as a private mineral exploration corporation exploring for gold and other metals in Eastern Canada. On November 2, 2010, Rockport Mining Corp. and Portage Minerals Inc. completed an amalgamation and received approval by the Canadian National Stock Exchange to commence trading under symbol RKX as of November 11, 2010.

Rockport's assets, which now form part of the amalgamated company, include 4 significant properties, the Golden Ridge property containing inferred mineral resources of 17,780,000 tonnes at 0.91 g/t gold for 520,200 oz of gold (60% owned under a joint venture with Cliffs Chromite Resources Inc.), the Bald Hill property, a major 100% owned antimony discovery, the 100% owned Golden Pike property containing an inferred mineral resource of 214,800 tonnes grading 9.60 g/t gold (capped) yielding 66,300 oz of gold (for comparison purposes, the uncapped grade is 13.48 g/t gold yielding 93,100 oz gold), and the 100% owned Annidale Gold Belt, which covers approximately 375 km2 surrounding the Bald Hill Antimony discovery, and which hosts a number of historic gold and antimony occurrences . Rockport has other earlier-stage properties including Armstrong Brook, Oak Bay, Mount Pleasant NE and Otter Lake.