Modern Mobility Aids Inc., a company engaged in the acquisition of companies in the Bio-Pharma sector, has confirmed the receipt of financing from First Capital Invest Corp (FCIC), a BVI company incorporated under the laws of the British Virgin Islands. Modern Mobility Aids required financing to execute closing agreement to acquire all of the common stock of Canadian molecular diagnostics company LumiGene Technologies Inc.
The acquisition deal is to be closed on 30 November 2011. The term of FCIC engagement with Modern Mobility Aids has commenced on 22 November 2011, and shall provide a term of one year after each draw. Initial draw of USD0.5 million is provided before 28 November 2011. The engagement also has facilities for additional draws of USD 0.25 million each month thereafter, as required, up to the maximum of USD 1.5 million.
First Capital Invest is headquartered in Zollikon, Switzerland.
Wednesday, November 30, 2011
Wednesday, November 23, 2011
Chinese company enters into definitive agreement with BVI-registered Premium Lead Company Limited
On 22 November, 2011, Cayman Islands-incorporated Shanda Interactive Entertainment Limited, a leading interactive entertainment media company in China, entered into an Agreement and Plan of Merger with the British Virgin Islands-registered Premium Lead Company Limited and New Era Investment Holdings, a newly-formed exempted company with limited liability, incorporated in the Cayman Islands.
By terms of the agreement, the BVI company will acquire Shanda Interactive for the price of US$20.675 per ordinary share or US$41.35 per American Depositary Share, each representing two ordinary shares. The transaction values Shanda's equity at approximately US$2.3 billion on a fully diluted basis.
The BVI company is jointly owned by Mr. Tianqiao Chen, who is the Chairman of the Board, CEO and President of Shanda, his wife Ms. Qian Qian Chrissy Luo, who is a non-executive director of Shanda, and his brother Mr. Danian Chen, who is the Chief Operating Officer and a director of Shanda. New Era Investment Holding Ltd. is a direct wholly owned subsidiary of the BVI-domiciled Premium Lead Company Limited.
Pursuant to the Merger Agreement, New Era Investment Holdings will be merged with and into Shanda, which will become a wholly-owned subsidiary of the BVI company; each of Shanda's ordianry shares issued and outstanding prior to the time of the merger will be converted into the right to receive US$20.675 in cash per ordinary share without interest.
Currently the transaction is expected to close before the end of the first quarter 2012. In case the transaction is completed, Shanda will become privately-held, and will be delisted from the NASDAQ Global Select Market.
By terms of the agreement, the BVI company will acquire Shanda Interactive for the price of US$20.675 per ordinary share or US$41.35 per American Depositary Share, each representing two ordinary shares. The transaction values Shanda's equity at approximately US$2.3 billion on a fully diluted basis.
The BVI company is jointly owned by Mr. Tianqiao Chen, who is the Chairman of the Board, CEO and President of Shanda, his wife Ms. Qian Qian Chrissy Luo, who is a non-executive director of Shanda, and his brother Mr. Danian Chen, who is the Chief Operating Officer and a director of Shanda. New Era Investment Holding Ltd. is a direct wholly owned subsidiary of the BVI-domiciled Premium Lead Company Limited.
Pursuant to the Merger Agreement, New Era Investment Holdings will be merged with and into Shanda, which will become a wholly-owned subsidiary of the BVI company; each of Shanda's ordianry shares issued and outstanding prior to the time of the merger will be converted into the right to receive US$20.675 in cash per ordinary share without interest.
Currently the transaction is expected to close before the end of the first quarter 2012. In case the transaction is completed, Shanda will become privately-held, and will be delisted from the NASDAQ Global Select Market.
Wednesday, November 2, 2011
WPP increases investment in BVI-registered Leading Smart Holdings
The international media communications giant WPP has increased its investment in the British Virgin Islands-incorporated Leading Smart Holdings, which has a controlling interest in the parent company of Chinese digital advertising measurement firm Moment Systems. Moment Systems was founded in 2006 in Beijing and employs 140 people, up from 90 people in July 2010.
The digital arm of UK-based advertising company, WPP Digital, first acquired minority stake in the BVI company in July 2010, and it has now participated in a round of fundraising alongside other investors.
WPP claimed Greater China is currently its fourth largest market with revenues (including associates) of over US$1bn and digital revenues of over US$200m.
The digital arm of UK-based advertising company, WPP Digital, first acquired minority stake in the BVI company in July 2010, and it has now participated in a round of fundraising alongside other investors.
WPP claimed Greater China is currently its fourth largest market with revenues (including associates) of over US$1bn and digital revenues of over US$200m.
Friday, October 21, 2011
Belizean bank demerges its non-Belizean businesses into BVI company
The board of Belize bank BCB Holdings Ltd., listed on the Bermuda Stock Exchange, has proposed the reorganisation of the company to its shareholders.
The proposed reorganization is through the demerger of company's non-Belizean businesses into a company Waterloo Investment Holdings Ltd., which was recently incorporated in the British Virgin Islands as the new holding company for the non-Belizean businesses.
The company intends to demerge via a declaration and payment of a dividend by BCB Holdings to shareholders, followed by a capital reduction and repayment to those shareholders satisfied by the transfer of the non-Belizean businesses and the new loan note to Waterloo.
The proposed reorganization is through the demerger of company's non-Belizean businesses into a company Waterloo Investment Holdings Ltd., which was recently incorporated in the British Virgin Islands as the new holding company for the non-Belizean businesses.
The company intends to demerge via a declaration and payment of a dividend by BCB Holdings to shareholders, followed by a capital reduction and repayment to those shareholders satisfied by the transfer of the non-Belizean businesses and the new loan note to Waterloo.
Monday, October 10, 2011
Polo Resources Completes investment in Canadian company's assets
The British Virgin Islands-registered company Polo Resources Limited made an announcement that it has completed the acquisition of 51% interest in Nimini Holdings Limited, which owns AXMIN Inc.'s Sierra Leone Gold assets, for a cash consideration of US$7.5 million. Both Polo Resources and AXMIN now hold a 51% and 49% interest, respectively, in Nimini, which is a private British Virgin Islands company, holding 100% interest in the Sierra Leone Gold assets.
Under the terms of the deal, Polo is to solely fund the first US$2 million of the project exploration expenditures after which both parties are to jointly fund exploration expenditures on a pro rata basis. The parties who choose not to participate will face dilution of their respective interest in the project.
Executive Co-Chairman of Polo Resources, Mr. Neil L. Herbert, commented saying that these gold projects have a substantial resource upside potential and are a significant value opportunity for the company.
AXMIN Inc. is a Canadian exploration and development company working in Central and West Africa, having projects in Central African Republic, Mali, Mozambique, Sierra Leone and Senegal. The company is listed on the Toronto Stock Exchange.
Under the terms of the deal, Polo is to solely fund the first US$2 million of the project exploration expenditures after which both parties are to jointly fund exploration expenditures on a pro rata basis. The parties who choose not to participate will face dilution of their respective interest in the project.
Executive Co-Chairman of Polo Resources, Mr. Neil L. Herbert, commented saying that these gold projects have a substantial resource upside potential and are a significant value opportunity for the company.
AXMIN Inc. is a Canadian exploration and development company working in Central and West Africa, having projects in Central African Republic, Mali, Mozambique, Sierra Leone and Senegal. The company is listed on the Toronto Stock Exchange.
Friday, September 30, 2011
China Security & Surveillance Technology, Inc. to sign merger agreement with BVI company
China Security & Surveillance Technology, Inc., the company providing integrated surveillance and safety solutions in China, announced that at the annual meeting of the company its stockholders voted in favor of the proposal to adopt the previously announced Amended and Restated Agreement and Plan of Merger by and among the British Virgin Islands company Rightmark Holdings Limited, a Delaware corporation Rightmark Merger Sub Limited, which is wholly owned and direct subsidiary of the BVI company, and by China Security and Mr. Guoshen Tu. Pursuant to the Plan of Merger, BVI company's subsidiary will be merged with and into China Security, which will remain as a wholly owned subsidiary of Rightmark Holdings Limited.
The result of the merger is China Security becoming a privately held company, and its common stock would be delisted from the New York Stock Exchange.
The result of the merger is China Security becoming a privately held company, and its common stock would be delisted from the New York Stock Exchange.
Tuesday, September 20, 2011
Blue Zen signs LOI with BVI-registered mineral exploration company
Blue Zen Memorial Parks Inc., a company that specializes in the investment, development and management of real estate developments in China, signed a Letter of Intent with International Natural Resources Ltd., a mining company incorporated in the British Virgin Islands. Under the terms of the LOI, which was signed by the companies with respect to the business of copper and gold mineral exploration and development, Blue Zen Memorial Parks will purchase from the BVI-registered International Natural Resources the controlling shares of Edge Brilliant Holdings Ltd., a company also incorporated in the British Virgin Islands, in exchange for 22,500,000 of its common shares.
Edge Brilliant Holdings is in the process of acquiring up to 80% in AIM Co., which, in turn, holds all the rights, licenses and permits related to the business of mineral exploration and development in Mongolia and in the other countries.
The closing of the Proposed Transaction is intended to occur on or before February 29, 2012. Closing of the Transaction will be subject to, among others, the signature of a definitive agreement between Blue Zen and the BVI company, and the obtaining of all requisite regulatory and shareholder approvals, all consents and approvals to the change of control of EBH and AIM Co.
As a result of the closing of the Proposed Transaction, it is expected that Blue Zen will have 58,901,420 shares issued and outstanding, of which Blue Zen's public shareholders will hold 13,901,420 shares (23.6% of the total shares).
Edge Brilliant Holdings is in the process of acquiring up to 80% in AIM Co., which, in turn, holds all the rights, licenses and permits related to the business of mineral exploration and development in Mongolia and in the other countries.
The closing of the Proposed Transaction is intended to occur on or before February 29, 2012. Closing of the Transaction will be subject to, among others, the signature of a definitive agreement between Blue Zen and the BVI company, and the obtaining of all requisite regulatory and shareholder approvals, all consents and approvals to the change of control of EBH and AIM Co.
As a result of the closing of the Proposed Transaction, it is expected that Blue Zen will have 58,901,420 shares issued and outstanding, of which Blue Zen's public shareholders will hold 13,901,420 shares (23.6% of the total shares).
Thursday, September 8, 2011
Goldbard received TSXV approval for its Business Combination with the BVI company
Goldbard Capital Corporation, which in June entered into an arm's length Business Combination Agreement with the British Virgin Islands-registered company Eco Oil & Gas Ltd., announced that it has received conditional approval for this business combination from the TSX Venture Exchange.
Under the terms of the business combination, the BVI company will, subject to certain conditions, become a wholly owned subsidiary of Goldbard. This business combination will constitute a reverse takeover of Goldbard.
Closing of the business combination is expected to occur after the receipt of Goldbard shareholder approval, which is being sought at a special meeting of the shareholders to be held on September 26, 2011.
Under the terms of the business combination, the BVI company will, subject to certain conditions, become a wholly owned subsidiary of Goldbard. This business combination will constitute a reverse takeover of Goldbard.
Closing of the business combination is expected to occur after the receipt of Goldbard shareholder approval, which is being sought at a special meeting of the shareholders to be held on September 26, 2011.
Tuesday, August 30, 2011
Russian steel company acquired full stock of the BVI company
OJSC Magnitogorskiy Metallurgicheskiy Kombinat (MMK), which is one of the largest world steel manufacturers leading in Russia's iron and steel industry, became the owner of 100% of shares of Great Plans Company Limited, incorporated under the British Virgin Islands law. The statement regarding the establishment of the affiliated company and in respect of termination of the basis of control over the company was issued on August 5, 2011.
The assets of OJSC Magnitogorskiy Metallurgicheskiy Kombinat in Russia are a large iron and steel complex that encompasses the entire production chain. MMK produces a great variety of metal products with prevalence of greatest added value. In 2010, MMK produced 11.4 million tons of steel and 10.4 million tons of finished metal products.
The assets of OJSC Magnitogorskiy Metallurgicheskiy Kombinat in Russia are a large iron and steel complex that encompasses the entire production chain. MMK produces a great variety of metal products with prevalence of greatest added value. In 2010, MMK produced 11.4 million tons of steel and 10.4 million tons of finished metal products.
Monday, August 22, 2011
Aventura Resorts enters into merger with BVI-based Interich International Ltd
Aventura Resorts, Inc. announced the change of name to Borneo Resource Investments Ltd., as part of reverse stock split and merger. After the name change, Borneo Resource Investments will implement a 1:100 reverse stock split of its common stock and will issue one share of common stock for every 100 common shares owned before the reverse stock split, and will have 3,167,269 shares outstanding before the merger.
Also, following the reverse stock split, a wholly-owned subsidiary of Borneo Resource Investments will enter into a merger with the British Virgin Islands-registered Interich International Limited, which has been granted exclusive exploration and development rights for up to 6,000 hectares of a coal reserve in Indonesia. As a result of this transaction, the BVI company will receive 60,178,073 shares of Borneo Resource Investments common stock and will be the owner 95% of the outstanding common stock.
After the merger, the BVI company will become a subsidiary of Borneo Resource Investments. Before the merger, officers and directors of Borneo Resource Investments will resign, and the president of Interich International Limited will be appointed as the CEO of Borneo Resource Investments.
Also, following the reverse stock split, a wholly-owned subsidiary of Borneo Resource Investments will enter into a merger with the British Virgin Islands-registered Interich International Limited, which has been granted exclusive exploration and development rights for up to 6,000 hectares of a coal reserve in Indonesia. As a result of this transaction, the BVI company will receive 60,178,073 shares of Borneo Resource Investments common stock and will be the owner 95% of the outstanding common stock.
After the merger, the BVI company will become a subsidiary of Borneo Resource Investments. Before the merger, officers and directors of Borneo Resource Investments will resign, and the president of Interich International Limited will be appointed as the CEO of Borneo Resource Investments.
Friday, August 12, 2011
Global Pharm Holdings Group completed acquisition of BVI company
Global Pharm Holdings Group, Inc., China-incorporated growing vertically integrated pharmaceutical company engaged in distribution of pharmaceutical-related products through its subsidiaries in Anhui, Jilin and Shandong provinces, announced that in the beginning of August it entered into a share purchase agreement with each of eight shareholders, and completed the acquisition transaction. Pursuant to the acquisition agreement, the sellers agreed to sell and the company agreed to purchase 50,000 ordinary shares in the British Virgin Islands-registered company Pacific Asia Pharm Investment Group Co., Limited, which represents the entire issued share capital of Pacific Asia Pharm.
The consideration for the sale shares is US$42,000,000, to be paid in full by Global Pharm by issuing the consideration shares to the sellers within 90 days after the closing date (as defined under the acquisition agreement). The number of the consideration shares to be issued to the sellers shall be equal to US$42,000,000 divided by the fair market value of Global Pharm's issued and outstanding common stock. With the completion of this acquisition, the BVI company becomes a wholly owned subsidiary of Global Pharm Holdings Group.
On the date of the acquisition agreement, Global Pharm and the sellers also entered into a share pledge agreement pursuant to which the sellers pledge 10% of the consideration shares to Global Pharm.
The BVI-registered Pacific Asia Pharm is the owner of 100% equity interest of Hong Kong Rich Fortune Chain Drugstores Assets Management Co., Ltd., a HK company who owns 100% equity interest of Guangzhou Hairui Xiexin Investment Consulting Co., Ltd.
The consideration for the sale shares is US$42,000,000, to be paid in full by Global Pharm by issuing the consideration shares to the sellers within 90 days after the closing date (as defined under the acquisition agreement). The number of the consideration shares to be issued to the sellers shall be equal to US$42,000,000 divided by the fair market value of Global Pharm's issued and outstanding common stock. With the completion of this acquisition, the BVI company becomes a wholly owned subsidiary of Global Pharm Holdings Group.
On the date of the acquisition agreement, Global Pharm and the sellers also entered into a share pledge agreement pursuant to which the sellers pledge 10% of the consideration shares to Global Pharm.
The BVI-registered Pacific Asia Pharm is the owner of 100% equity interest of Hong Kong Rich Fortune Chain Drugstores Assets Management Co., Ltd., a HK company who owns 100% equity interest of Guangzhou Hairui Xiexin Investment Consulting Co., Ltd.
Tuesday, August 2, 2011
Shionogi signs share purchase agreement with BVI company
Shionogi & Co., Ltd., based in Osaka, Leo Star Development Limited, the British Virgin Islands-incorporated company, which is the largest shareholder of the China-based Singapore listed company, C&O Pharmaceutical Technology (Holdings) Limited, incorporated in the Bermuda Islands, and Gao Bin, executive director, vice chairman and general manager of C&O Pharmaceutical Technology Limited, have entered into agreement. By terms of this agreement, Shionogi will acquire 160, 312, 000 shares of C&O, out of 193, 480,000 C&O shares held by Leo Star and Gao Bin. This makes about 24.17% from 29.17% of the total shares issued in C&O and held by the BVI company and executive director of C&O.
After the transaction, Shionogi will conduct a general offer with an intention to make C&O into Shionogi's subsidiary. Total consideration for the transaction and the general offer is expected to be approximately S$219 million at the offer price of S$0.50 for each C&O share.
Gao Bin will remain as executive director, vice chairman and general manager of C&O, and will continue to hold his remaining about 5% of the total shares issued in C&O indirectly, through the BVI-registered Leo Star. Also, Shionogi intends to jointly operate C&O with Sumitomo Corporation, which holds about 29% of C&O shares.
C&O Pharmaceutical Technology (Holdings) Limited manages a group of companies engaged in R&D, manufacturing, import and distribution of pharmaceuticals products in China.
After the transaction, Shionogi will conduct a general offer with an intention to make C&O into Shionogi's subsidiary. Total consideration for the transaction and the general offer is expected to be approximately S$219 million at the offer price of S$0.50 for each C&O share.
Gao Bin will remain as executive director, vice chairman and general manager of C&O, and will continue to hold his remaining about 5% of the total shares issued in C&O indirectly, through the BVI-registered Leo Star. Also, Shionogi intends to jointly operate C&O with Sumitomo Corporation, which holds about 29% of C&O shares.
C&O Pharmaceutical Technology (Holdings) Limited manages a group of companies engaged in R&D, manufacturing, import and distribution of pharmaceuticals products in China.
Monday, July 18, 2011
Emerging Metals announced completion of investment of its BVI-based associate
British Virgin Islands-incorporated company Emerging Metals Limited, engaged in the industry of minor metals and rare earth elements, announced that the agreement by Ferrum Resources Limited, which is its 37.23 per cent associate and a private company established in 2010 in the BVI, to subscribe for new shares in CMC Guernsey Limited, constituting 63.53 per cent of its issued shares for a cash consideration of US$13.5 million, has completed.
After regulatory approval of Cameroon, approving the transfer of shares to CMC Guernsey, has been received, CMC Guernsey owns six iron ore licenses in Cameroon, through a 95 percent owned subsidiary. These licences comprise six permits for the exclusive rights to explore for iron ore and related substances. The licences were granted in September-October 2010, and are valid for three years.
By words of Stephen Dattels, Co Chairman of Emerging Metals, “The investment by Ferrum in CMC Guernsey is a very positive development for the Company and Ferrum.”
After regulatory approval of Cameroon, approving the transfer of shares to CMC Guernsey, has been received, CMC Guernsey owns six iron ore licenses in Cameroon, through a 95 percent owned subsidiary. These licences comprise six permits for the exclusive rights to explore for iron ore and related substances. The licences were granted in September-October 2010, and are valid for three years.
By words of Stephen Dattels, Co Chairman of Emerging Metals, “The investment by Ferrum in CMC Guernsey is a very positive development for the Company and Ferrum.”
Tuesday, July 5, 2011
BVI-registered Eco Oil & Gas Ltd entered into agreement with Goldbard Capital Corporation
Goldbard Capital Corporation, a publicly traded company listed on the TSX Venture Exchange and pursuing exploration and development opportunities within the resource sectors, announced some time ago that it has entered into an arm's length binding Business Combination Agreement with the British Virgin Islands company Eco Oil & Gas Ltd., focused on oil and gas exploration projects in Africa. After the business combination, which will constitute a reverse takeover of Goldbard under the exchange policies, Eco will become a wholly owned subsidiary of Goldbard.
Pursuant to the agreement, Goldbard formed a new corporation Goldbard Resources Inc., which is a wholly-owned subsidiary of Goldbard and is incorporated under the law of BVI, for the purpose of amalgamation with Eco.
Upon the combination of Eco Oil & Gas Ltd. and Goldbard Resources Inc., holders of ordinary shares in the capital of Eco will be entitled to get 1.25303867 Consolidated Shares for each one Eco Share. The foregoing Consolidated Shares will be issued at a deemed issuance price of US$0.50 per share.
Upon closing of the reverse takeover, Goldbard will issue 45,360,000 Consolidated Shares to the holders of Eco shares and replacement warrants to holders of Eco Warrants that entitle them to acquire 3,759,116 Consolidated Shares.
At the meeting of shareholders of Goldbard, shareholders will be asked to approve a continuance of Goldbard to British Columbia, and a change of the Resulting Issuer's name to "Eco (Atlantic) Oil & Gas Ltd."
Pursuant to the agreement, Goldbard formed a new corporation Goldbard Resources Inc., which is a wholly-owned subsidiary of Goldbard and is incorporated under the law of BVI, for the purpose of amalgamation with Eco.
Upon the combination of Eco Oil & Gas Ltd. and Goldbard Resources Inc., holders of ordinary shares in the capital of Eco will be entitled to get 1.25303867 Consolidated Shares for each one Eco Share. The foregoing Consolidated Shares will be issued at a deemed issuance price of US$0.50 per share.
Upon closing of the reverse takeover, Goldbard will issue 45,360,000 Consolidated Shares to the holders of Eco shares and replacement warrants to holders of Eco Warrants that entitle them to acquire 3,759,116 Consolidated Shares.
At the meeting of shareholders of Goldbard, shareholders will be asked to approve a continuance of Goldbard to British Columbia, and a change of the Resulting Issuer's name to "Eco (Atlantic) Oil & Gas Ltd."
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