Tuesday, November 27, 2007

BVI-registered Kenton Assets Limited acquired by subsidiary of Fraser and Neave Limited

Fraser and Neave Limited Group has announced that its subsidiary Asia Pacific Investment Pte Ltd acquired the entire issued share capital of British Virgin Islands-registered Kenton Assets Limited, for the purpose of investment holding. The company was purchased for US$1, which is the paid-up capital of the BVI company.

It is reported that none of the directors or controlling shareholders of Fraser and Neave, Ltd. has any interest, either direct or indirect, in the acquisition. Also, the acquisition is not expected to have a material effect on the net tangible assets per share or earnings per share of the Group for the current financial year.

Friday, November 23, 2007

Cumbre Ventures Inc acquires the sole owner of BVI-registered Atlas Moly Investments Corporation

Yesterday the TSX Venture Exchange has accepted Qualifying Transaction of Cumbre Venture Inc., described in its management proxy and information circular dated August 21, 2007. Company's trading symbol will change from CUB.P to AMR, and the company will no longer be
considered a Capital Pool Company, effective from the opening on November 23, 2007.

The Qualifying Transaction includes the following issues:

1) Acquisition of all of the issued and outstanding shares of Atlas Minerals Inc. The TSX Venture Exchange has accepted for filing an Amalgamation Agreement dated September 20, 2007, between Cumbre Venture Inc. and Atlas Minerals Inc., pursuant to which the Cumbre Venture amalgamated with Atlas and acquired all of the issued and outstanding shares of Atlas.

Atlas Minerals Incorporated is the whole owner of the issued and outstanding shares of Atlas Moly Investments Corp., a corporation incorporated pursuant to the laws of the British Virgin Islands. The main mining project of the BVI company is the Tres-Chorreras Project located in the south-western part of Equador. The Tres-Chorreras Project is a copper and polymetallic property, consisting of one registered mining concession and 17 requested mining concession applications comprising a total area of 43,860 hectares.

Pursuant to the terms of the Amalgamation Agreement, each Atlas shareholder will receive one common share of the company for each Atlas share held. Based on the aggregate number of Atlas issued and outstanding shares, Cumbre Venture issued 20,787,613 shares to Atlas shareholders with a deemed value of $0.80 per share.

The above transaction was completed by November 9, 2007.

2) In conjunction with the completion of the Qualifying Transaction and pursuant to a private transaction, 900,000 shares of Cumbre Venture held under the CPC Escrow Agreement, dated December 28, 2006, were transferred within escrow.

3) Name change. Pursuant to a resolution passed by the shareholders of the company on September 19, 2007, Cumbre Venture has changed its name to “Atlas Minerals Inc.” There was no consolidation of capital.

Effective at the opening of trading on November 23, 2007, the common shares of Atlas Minerals Inc. will commence trading on the TSX Venture Exchange, and the common shares of Cumbre Ventures Inc. will be delisted. The company is classified as a 'Mineral Exploration and Development' company.

Sunday, November 18, 2007

Metorex Ltd makes offer to minority shareholders of BVI-registered Copper Resources Corporation

Metorex Ltd, a South African company focused on diversified mining, released a proposed mandatory offer to the minority shareholders of Copper Resources Corporation - a company registered in the British Virgin Islands.

The document included an offer to purchase all remaining shares of Copper Resources Corporation (CRC); also, Metorex offered 73 of its shares for every 100 CRC shares with cash alternative. In case the CRC shareholders would choose the cash, the cash offer would be 125,1p in cash, for each CRC share. Based on the closing price of 204p a share on November 2, this offer valued each CRC share at 149p, and CRC's existing issued share capital at about £120.7 million. Currently, Metorex share price values each CRC share at £1.49.

On September 18, 2007, Metorex's acquisition of the Forrest Group's shareholding in the CRC became unconditional. In connection to this, South African company's CEO Charles Needham said that their offer to CRC's shareholders would be on the same terms as their acquisition of Forrest's 39% interest , - providing them with an exposure to Metorex's established projects in the Democratic Republic of Congo and a diversified mineral portfolio. He also noted that CRC would add significantly to Metorex's copper output, as part of company's ongoing development strategy. The term of the formal offer will be 15 November 2007, or such later date as may be decided by Metorex.

BVI-registered Copper Resources Corporation is the holding company of a group of mineral exploration and development companies working mainly in the Democratic Republic of Kongo (DRC).

Wednesday, November 14, 2007

BVI company buys a substantial stake in Golden Plus

China Investment Capital Limited, a company registered in the British Virgin Islands, purchased a 5.45% stake comprising of eight million shares in Golden Plus Holdings Bhd. As a result of the deal that took place on November 11 China Investment has become a substantial shareholder of this property company.

Golden Plus Holdings is involved in quarries and supplies premix; company's subsidiaries are focused on property development, water theme park and restaurant.

Along with the BVI company, the major shareholders of Golden Plus are Strategik Bakti Sdn Bhd with 18.16% stake or 26.66 million shares, and BHLB Trustee Bhd holding 8.45%, or 12.4 million shares.

Monday, November 12, 2007

AAAC and Tongxin Enterprise Co. merging into a new BVI company Tongxin International, Ltd.

Asia Automotive Acquisition Corporation (AAAC) has reported the unaudited financials for its merger partner Hunan Tongxin Enterprise Co., Ltd., for the three and nine month periods ended September 30, 2007.

AAAC is a blank check company incorporated in June 20, 2005, for the purpose of effecting a merger, capital stock exchange, or other business combination with one or more operating business within the global automotive component industry that have their primary operating facilities located in China, India, or the Association of South Eastern Nations. On July 25, 2007, AAAC announced that it signed an Equity Acquisition Agreement with Tongxin Enterprise Co., Ltd. Pursuant to this agreement, AAC and Tongxin will merge into a new British Virgin Islands-domiciled company, Tongxin International, Ltd.

Tongxin Enterprise was established under in 1984 under Chinese corporate law. On November 2, 2000, Tongxin was converted into a stock holding company, and currently it is the largest private Chinese independent supplier of Engineered Vehicle Body Structures.

For the third quarter ended September 30, 2007, the reported revenue of Tongxin was approximately $21.8 million, - a 43% increase from $15.2 million for the same period in the previous year. Operating income made approximately $4.1 million, an increase of 41% from $2.9 million for the same period last year. Net income totaled approximately $2.5 million, that is 39% increase from $1.8 million for the same period in the prior year.

For the nine month period ended September 30, 2007, Tongxin had net income of $7.75 million, - a 102% increase from $3.83 million for the same period of the year 2006. Company's net income for the current period excludes one time costs of $230,000 for legal, accounting and audit fees associated with the proposed transaction with AAAC. Earnings before Interest and Tax payment made $14.6 million, or 23.2% of net revenues.

Wednesday, November 7, 2007

Chinese machine manufacturer takes over Zhafir Plastics Machinery through its BVI-based subsidiary

Haitian International Holdings Ltd., the Cayman Islands-based holding company behind the world's most prolific injection molding machine manufacturer Haitian (China), has acquired a 91% in Zhafir Plastics Machinery GmbH (Ebermannsdorf, Germany). The official buyer of Zhafir is Sunnew Investments Ltd., a 100% subsidiary of Haitian registered in the British Virgin Islands.

According to Haitian, the acquisition will give the Chinese company better access to German technologies, as Zhafir has started assembly of high-end, all-electric injection molding machinery. The firm will exibit it at the K Show in October.

Haitian is paying for the Zhafir purchase with the help of a €6,57 million loan from Zhang Jianming – one of two executive directors and founders of the Chinese company.

Sunday, November 4, 2007

Jaguar Acquisition Corp. Announces Agreement and Plan of Merger with BVI-based China Cablecom Ltd.

In the end of October, a special purpose acquisition company Jaguar Acquisition Corporation announced that it has signed an agreement and plan of merger to acquire all of the issued and outstanding shares of China Cablecom Ltd.

China Cablecom Ltd. is the British Virgin Islands company, an emerging consolidated cable network operator and acquirer in the highly-populated Shandong province in the People's Republic of China. By terms of the transaction, immediately prior to its transaction with China Cablecom, Jaguar will redomesticate to the British Virgin Islands by means of merging with a wholly-owned subsidiary.

The BVI-registered China Cablecom is entitled to a 60% economic interest of Binzhou Broadcast and Television Information Network Co., Ltd., an operating cable TV joint venture with a local state-owned enterprise. China Cablecom consolidates 60% of the financial results of operations and cash flows of Binzhou Broadcasting, pursuant to applicable principles of US Generally Accepted Accounting Principles.

In 2006, the businesses acquired by Binzhou Broadcasting, which is located in the Shandong province in north-east China, generated approximately $8.3 million in revenues. Based on China Cablecom's 60% consolidation of Binzhou Broadcasting, this would have resulted in $3.3 million in earnings, and $1.7 million in net income. For 2007, Binzhou Broadcasting projects growth of revenues of approximately 10%.

Thursday, November 1, 2007

UTi Worldwide completes forming its consolidated subsidiary in Israel

UTi Worldwide, an international non-asset-based global integrated logistics company registered in the British Virgin Islands, has made an announcement in the middle of October that it has completed the acquisition of controlling package of interests of Newlog Ltd. from Zim Integrated Shipping Services Ltd., the subsequent merger of Newlog into UTi's wholly-owned Israeli subsidiary, UTi Eilat Overseas Ltd., and the acquisition of certain assets, including goodwill, of Transclal Trade Ltd.

The consolidated entity will now operate under the trade name UTi Logistics Israel, as both companies, Newlog and Transclal, were leading providers of freight forwarding services in Israel.

John Hextall, chief operating officer of UTi Worldwide, has commented on this deal: “With the successful completion of this business combination, we are pleased that UTi is now one of the top
airfreight and ocean freight forwarding and logistics companies in Israel”.

UTi Logistics Israel will be lead by M. Friedman, CEO and majority shareholder of Transclal Trade Ltd., and Dr. Yoram Sebba, formerly vice chairman of Zim Integrated Shipping Services Ltd.