Showing posts with label Termination of Merger Agreement. Show all posts
Showing posts with label Termination of Merger Agreement. Show all posts

Saturday, October 30, 2010

BVI-based China Technology announced termination of agreement with CTSP Group

British Virgin Islands-registered China Technology Development Group Corporation, engaged in the solar energy business in PRC to provide solar energy products and solutions, entered into an agreement with China Technology Solar Power Holdings Limited (CTSP) and its shareholders regarding the termination of its acquisition by the BVI company. Also, CTDC signed the letter of intent to continue strategic cooperation with CTSP in large scale on-grid farm projects.

China Technology Development Group entered into Stock Purchase Agreement with CTSP in October 2009, to acquire 51% equity interests of CTSP to jointly develop a 100 megawatt on-grid solar farm project located in Qinghai Province, China. According the announcement of the BVI company, it is difficult to determine the fair value of the "Delingha 100 MW on-grid solar farm project", given the Chinese government has not determined the specific subsidies and incentives for on-grid solar energy applications for Qinghai Province. For this reason, the parties have achieved mutual agreement not to proceed with the acquisition.

Mr. Alan Li, Chairman and CEO of CTDC, said that both companies will benefit from strategic cooperation in respect of designing of and research on the grid-connected solar plant. He also said that CTDC is committed to developing solar power application markets in China, Europe and the United States and to becoming a reputable solar energy application solutions provider worldwide.

Sunday, September 28, 2008

Encorium announces the termination of merger agreement with the BVI company

Encorium Group, Inc., a full service multinational clinical research organization making studies for world's leading pharmaceutical and biotechnology companies, announced that it has entered into an amendment to its letter of intent with Prologue Research International, Inc. Pursuant to the amendment, the company will acquire full stock of the oncology-focused clinical research company for approximately US$11.75 million, consisting of US$500,000.

Encorium also announced the termination of negotiations with Fine Success Investments, Ltd. - the British Virgin Islands company doing business as Linkcon. The non-binding letter of intent to merge Linkcon (BVI) and Encorium was signed in June 2008, and it was planned that the BVI company will add US$11 million in annual net revenue to Encorium. The reason for this is that in the course of negotiations between the companies the terms of the proposed merger changed materially to the detriment of the company and its shareholders, since the term sheet with respect to the business combination was executed on June 12, 2008.

As a result of the above circumstances, on September 3, 2008 the Board of Directors decided to terminate negotiations with Linkcon and position Encorium to follow its own growth strategy.

Friday, April 25, 2008

Iomega terminates agreement with BVI- and Cayman-based ExcelStor Entities

Iomega Corporation, a worldwide leader in innovative storage and network security solutions for small and mid-sized businesses, in December 2007 had entered into a share purchase agreement with Cayman Islands-based ExcelStor Great Wall Technology Limited and ExcelStor Holdings Limited, Chinese companies Shenzhen ExcelStor Technology Limited and Great Wall Technology Company Limited, and British Virgin Islands-based ExcelStor Holdings Limited. During this period of time, Iomega and the selling stockholders were preparing the required filings for obtaining the necessary regulatory and stockholder approvals for the business combination.

However, on April 8, 2008, the board of directors of Iomega terminated the Purchase Agreement with Cayman Islands-, BVI- and China-based companies. In accordance with the terms of the Purchase Agreement, as the Agreement between Iomega, ExcelStor, and the Selling Shareholders is no longer in effect, Iomega has paid the Selling Shareholders a termination fee of US$7.5 million.

Having terminated the Purchase Agreement with the above companies, Iomega entered into an agreement and plan of merger with EMC Corporation. Iomega announced that it has received an unsolicited non-binding indication of interest from EMC Corporation in March, when EMC offered to acquire the outstanding common stock of the company for $3.25 per share, assuming a total of approximately 54.8 mln outstanding shares. Now EMC Corporation will commence a cash tender offer to share purchase at a price of $3.85 in cash, without any interest.

Tuesday, April 8, 2008

Transmeridian Exploration terminates Merger Agreement with its BVI subsidiary

On April 1, Transmeridian Exploration Inc. announced the termination of company's merger agreement with British Virgin Islands-registered Trans Meridian International Inc. (TMI), formed by the company's Chairman and CEO Lorrie Olivier. The company entered into a definitive merger agreement with TMI (BVI) pursuant to which the BVI company had to make a tender offer of $3 per share, to purchase all of company's outstanding shares of common stock, in a deal valued at $825 million. In order to complete the proposed financing arrangements, detailed information was required to be provided by Transmeridian Exploration Inc. until March 21, 2008.

However, the deal began to fall apart in February when BVI corporation said it is unable to meet the financing deadline for its offer. Transmeridian Exploration is not required to pay any termination fee.

Now, termination of the definitive agreement with the BVI-based TMI may result in a downward adjustment to the conversion price of Transmeridian's junior preferred stock from the current conversion price of $1.90, to a revised conversion price equal to the forward 15-day volume weighted average price of Transmeridian's common stock, commencing on the March 31, 2008 merger agreement termination date.

Transmeridian will continue to seek proposals on the acquisition of the company from other interested parties.