Gushan Environmental Energy announced completion of Merger with BVI company

Gushan Environmental Energy Limited, the Chinese company manufacturing copper products and biodiesel, announced the completion of the merger with Trillion Energy Holdings Limited, a company limited by shares and incorporated under the law of the British Virgin Islands, the Cayman Islands exempted company Trillion Energy Investments Holdings Limited, wholly owned by the BVI company, and Mr. Jianqiu Yu, Chairman and Principal Executive Officer of Gushan. The completed merger is in accordance with previously announced agreement and plan of merger between the above named parties, which was signed in June, 2012, amended in September, 2012, and approved by Gushan’s shareholders at an extraordinary general meeting of shareholders on October 15, 2012.

Under the terms of the Merger Agreement, each ordinary share of the Chinese company issued and outstanding prior to the effective time of the merger, with some exceptions, has been cancelled in exchange for the  right to receive US$0.165 per share and each American depositary share (ADS), each representing 10 shares, represents the right to receive US$1.65 per ADS, in each case, in cash without interest and net of any applicable withholding taxes.

Registered holders of shares and American depositary shares will receive a letter of transmittal and instructions on how to surrender their certificates in exchange for the merger consideration. Gushan also requested that trading of its ADSs on the New York Stock Exchange ("NYSE") be suspended, the ADS being delisted and company’s registered securities being deregistered.

As a result of the merger, Gushan became a wholly owned subsidiary of BVI-incorporated Trillion Energy Holdings Limited.

Pansoft shareholders on a special meeting approve merger agreement

British Virgin Islands-registered Pansoft Company Limited announced the completion of extraordinary meeting of stockholders for the fiscal year ended June 30, 2012, during which the adoption of the agreement and plan of merger was voted and approved, as well as the transactions contemplated by the merger agreement, including the merger. The merger agreement was signed in May, 2012, by Pansoft and two other BVI companies – Timesway Group Limited and its direct wholly-owned subsidiary Genius Choice Capital Limited.

During this Special Meeting, 72.08% of the total outstanding shares of Pansoft exercised their voting rights. Of the voted shares, 3,915,156 voted ‘For’ (99.88%), while 4,551 (0.12%) voted ‘Against’ the above merger proposal. As a result, the Special Committee and Board of Directors of Pansoft have declared that the agreement of merger is adopted.

After this merger, Pansoft becomes privately held company, and its shares will no longer be listed on the NASDAQ Capital Market. Public shareholders of the BVI company will receive cash payments in the amount of US$4.15 per share in return for their shares.

Completion of acquisition transaction between CIC Energy and Indian company

In September, CIC Energy Corp., BVI-based company engaged in the advancement of the Mmamabula Energy Complex at the Mmamabula Coal Field in Botswana, Africa, announced the completion of its acquisition of by Jindal Steeel & Power (Mauritius) Limited, a wholly-owned subsidiary of India's steel producer Jindal Steel and Power Limited.

The acquisition was completed pursuant to the merger of CIC Energy and Jindal (BVI) Ltd., a wholly-owned subsidiary of Jindal, under the terms of which Jindal BVI remains the surviving entity. Common shares of CIC Energy Corp. are expected to be formally delisted from the TSX Venture exchange and the Botswana Stock Exchange three business days following the filing of certain final documentation with the TSX. 

The binding merger agreement among CIC Energy, Jindal and Jindal BVI was signed in July 2012, and according to it the holders of the outstanding shares of CIC Energy are to receive cash consideration of CDN$2.00 per share, immediately prior to completion of the merger transaction.