Hallwood Financial Limited, a private company incorporated in 2008 in the British Virgin Islands and wholly owned by a Jersey-based Hallwood Trust, announced that it has advised the board of directors of Hallwood Group Incorporate about its intention to offer to acquire all of its outstanding publicly held shares.
BVI-registered Hallwood Financial, which currently owns 65.7% of the common stock of the Delaware-based Hallwood Group Incorporated, has intention to offer to acquire the balance of its common stock at $12.00 per share in cash. The aggregate consideration for the company's outstanding shares not held by the BVI company would be approximately $6.3 million.
Hallwood Financial intends to proceed with its offer as quickly as possible, but the exact structure and timing of the offer are not determined.
Currently, the principal business focus of Hallwood Financial is investing in marketable securities in the United States and the United Kingdom.
Tuesday, April 28, 2009
Wednesday, April 22, 2009
BVI-registered Wellkan Resources Limited and JJR II Acquisition Inc. announce definitive agreement and additional transaction information
British Virgin Islands-incorporated Wellcan Resources Limited, engaged in the acquisition, exploration and development of mineral properties in the Chinese Republic, has announced that JJR II Acquisition Inc., Wellkan, Fit Plus Holdings Limited, Ma Zhaoyang and Liu Bingqiang entered into an acquisition agreement dated April 17, 2009. The definitive agreement, which followed signing the letter of intent in December 2008, provides for the acquisition of all issued and outstanding securities of the BVI company by JJR, by way of share exchange.
The share exchange, which, if completed, will be the qualifying transaction of JJR, provides an offer to the Wellkan shareholders, and the Wellkan shareholders tender their shares pursuant to letters of transmittal. The controlling shareholder has already agreed to tender its common shares of the BVI company, representing 51% of the outstanding Wellkan shares, pursuant to the proposed transaction.
Pursuant to the terms of the Definitive Agreement and the Letter of Transmittal, subject to receipt of applicable regulatory approvals, shareholders of JJR and Wellkan will conduct share exchange while Wellkan will become a wholly owned subsidiary of JJR. Pursuant to the proposed transaction, the holders of the Wellkan shares will exchange their shares for 50,000,000 common shares of JJR, at a price of $0.35 per share.
The share exchange, which, if completed, will be the qualifying transaction of JJR, provides an offer to the Wellkan shareholders, and the Wellkan shareholders tender their shares pursuant to letters of transmittal. The controlling shareholder has already agreed to tender its common shares of the BVI company, representing 51% of the outstanding Wellkan shares, pursuant to the proposed transaction.
Pursuant to the terms of the Definitive Agreement and the Letter of Transmittal, subject to receipt of applicable regulatory approvals, shareholders of JJR and Wellkan will conduct share exchange while Wellkan will become a wholly owned subsidiary of JJR. Pursuant to the proposed transaction, the holders of the Wellkan shares will exchange their shares for 50,000,000 common shares of JJR, at a price of $0.35 per share.
Friday, April 17, 2009
BVI-registered Polo Resources announces acquisition of shares in Australian company
BVI-registered mining and exploration group Polo Resources Limited on April 15, 2009 acquired 250,000 fully paid ordinary shares of ASX- and TSX-listed company Extract Resources Limited. The stock was acquired through the Australia Stock Exchange, at a price of AUS$3.65 dollars (Cdn.$3.18) per share.
Some shares of Extract Resources Limited, a coal exploration company based in Australia and working mainly in Namibia, have been already owned by certain subsidiaries of Polo Resources. Now, together with the newly acquired stock, they total 22,521,700 shares, representing approximately 10.1% of Extract's fully paid ordinary shares outstanding, based on Extract's public disclosure.
The shares have been acquired by for investment purposes. Also, Polo Resources announced that, depending on market conditions, it may acquire additional fully paid ordinary shares of Extract Resources.
Some shares of Extract Resources Limited, a coal exploration company based in Australia and working mainly in Namibia, have been already owned by certain subsidiaries of Polo Resources. Now, together with the newly acquired stock, they total 22,521,700 shares, representing approximately 10.1% of Extract's fully paid ordinary shares outstanding, based on Extract's public disclosure.
The shares have been acquired by for investment purposes. Also, Polo Resources announced that, depending on market conditions, it may acquire additional fully paid ordinary shares of Extract Resources.
Friday, April 10, 2009
Berkeley raises $10m in placement with BVI-registered Polo Resources
The uranium company Berkeley Resources said it plans to raise $10mln in a placement and right issue with Polo Resources, the AIM-listed company based in South Africa and registered in the British Virgin Islands, providing basic funding. The money will be used for a feasibility study into the Salamanca uranium project of Berkeley Resources, which is working mainly in Spain. This project includes uranium resource and an existing uranium processing plant.
The placement with the BVI company involves 14 mln new shares at 50 cents each, with seven million attaching options at an exercise price of 75 cents. Polo Resources will subscribe for 10 mln shares, of 14 mln, and take 5 mln options with the company's chairman Stephen Dattels taking a seat on Berkeley's board.
The existing shareholders will be given a chance to apply for one new Berkeley share for every 20 they hold as part of a rights issue; also, they will be entitled to one free attaching option for every new share they receive, exercisable at 75 cents.
The BVI-based Polo Resources holds coal and uranium assets in Mongolia.
The placement with the BVI company involves 14 mln new shares at 50 cents each, with seven million attaching options at an exercise price of 75 cents. Polo Resources will subscribe for 10 mln shares, of 14 mln, and take 5 mln options with the company's chairman Stephen Dattels taking a seat on Berkeley's board.
The existing shareholders will be given a chance to apply for one new Berkeley share for every 20 they hold as part of a rights issue; also, they will be entitled to one free attaching option for every new share they receive, exercisable at 75 cents.
The BVI-based Polo Resources holds coal and uranium assets in Mongolia.
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