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.
Sunday, September 28, 2008
Sunday, September 21, 2008
BVI-registered Qiao Xing announces Share Repurchase program
On September 2, 2008, BVI-registered company Qiao Xing Universal Telephone, Inc. (XING) repurchased US$25 mln of convertible notes from the investors - DKR SoundShore Oasis Holding Fund Ltd and CEDAR DKR Holding Fund Ltd. Upon the investors' request, the BVI company made available and wired USD$25 mln to them, within two weeks as of the Redemption Date. By words of Mr. Wu Ruilin, Chairman of XING, despite of the redemption the company still has sufficient cash to cover current operations.
Also, the board of directors of company's BVI-based subsidiary Qiao Xing Mobile Communication Co., Ltd. this week approved a share repurchase program. Under the terms of this program, Qiao Xing Mobile may repurchase up to an aggregate of US$20 mln worth of its issued and outstanding shares from time to time in open-market transactions on the NYSE Euronext. The BVI company expects to implement this program over the next 12 months.
Also, the board of directors of company's BVI-based subsidiary Qiao Xing Mobile Communication Co., Ltd. this week approved a share repurchase program. Under the terms of this program, Qiao Xing Mobile may repurchase up to an aggregate of US$20 mln worth of its issued and outstanding shares from time to time in open-market transactions on the NYSE Euronext. The BVI company expects to implement this program over the next 12 months.
Tuesday, September 16, 2008
Yucheng Technologies announced the formation of Elegon, a joint venture with 3i Infotech
Yucheng Technologies Limited, the company registered in the British Virgin Islands and engaged in providing IT services to the Chinese banking industry, announced in the end of August the formation of Elegon Infotech Limited, a joint venture with an Indian company 3i Infotech Limited, which will be the first significant Sino-Indian joint venture in the Chinese financial technology sector.
Elegon will focus on localizing financial technology software from 3i Infotech, including internationally renowned insurance, banking and securities software platforms, to meet the needs of China's diversified financial services sector.
Due to the high degree of complementarity with its existing solutions, Yucheng will be able to cross sell Elegon's products to its existing client base, and expand into new markets, such as insurance and securities sectors.
Elegon, Ltd. is owned 51% and 49% by 3i Infotech and Yucheng, respectively. Commenting on the development of the joint venture, Mr. Weidong Hong, CEO of Yucheng Technologies Ltd, said, “Our goal is to develop solutions that support the financial services sector in China. When 3i Infotech approached us about localizing and exclusively distributing their internationally recognized software in China, we knew this was an opportunity to diversify our service offering and expand into new client bases. We are pleased to be working with such a globally recognized partner."
Elegon will focus on localizing financial technology software from 3i Infotech, including internationally renowned insurance, banking and securities software platforms, to meet the needs of China's diversified financial services sector.
Due to the high degree of complementarity with its existing solutions, Yucheng will be able to cross sell Elegon's products to its existing client base, and expand into new markets, such as insurance and securities sectors.
Elegon, Ltd. is owned 51% and 49% by 3i Infotech and Yucheng, respectively. Commenting on the development of the joint venture, Mr. Weidong Hong, CEO of Yucheng Technologies Ltd, said, “Our goal is to develop solutions that support the financial services sector in China. When 3i Infotech approached us about localizing and exclusively distributing their internationally recognized software in China, we knew this was an opportunity to diversify our service offering and expand into new client bases. We are pleased to be working with such a globally recognized partner."
Monday, September 8, 2008
BVI company Gek Seng raises its stake in education group Inti Universal Holdings
Gek Seng Assets Ltd, the company registered in the British Virgin Islands and headquartered in Malaysia, announced raise of its shareholding in education group Inti Universal Holdings BHD to 7.73%, or 15.92 mln shares. The BVI company had acquired an additional stake of 2.56%, or 5.4 mln shares in the open market of Bursa Malaysia on August 21.
The BVI company acquired more shares in Inti Universal Holdings just some days after Inti's major shareholder Inti Supreme Holdings Sdn Bhd completed the sale of its entire 51.19% equity interest, or 105.5 mln shares, to Future Perspective Sdn Bhd.
On August 20, Future Perspective had served a notice of unconditional takeover for the remaining shares in Inti Universal, at RM1.20 per share.
The BVI company acquired more shares in Inti Universal Holdings just some days after Inti's major shareholder Inti Supreme Holdings Sdn Bhd completed the sale of its entire 51.19% equity interest, or 105.5 mln shares, to Future Perspective Sdn Bhd.
On August 20, Future Perspective had served a notice of unconditional takeover for the remaining shares in Inti Universal, at RM1.20 per share.
Wednesday, September 3, 2008
Final terms for acquisition of the BVI company Rainbow Trend Limited
Amicus Capital Corp. announced that it had agreed to amend the terms of its Qualifying Transaction with the BVI-domiciled Rainbow Trend Limited. The letter of intent concerning this transaction, which includes a proposed share consolidation of Amicus' common shares, was signed in May 2008. On August 14, 2008, Amicus signed share exchange agreement with the Rainbow, according to which it will acquire all of the outstanding shares of the BVI company.
Rainbow (BVI) holds a 55.6% equity interest in Sino-Canadian joint venture Beijing Polo Biotech Co. Ltd. Polo Biology Science Park Co. Ltd. holds the balance of the 44.4% equity interest in Polo JV, which develops and manufactures nutritional health supplements and personal care products in Asia, distributing them through a network of retail outlets, managed by licensed agents.
By the terms of the acquisition transaction, after the consolidation of Amicus' common shares, the Canadian company will acquire the full stock of the BVI-based Rainbow, which makes 50,000 shares currently issued and outstanding. For purposes of the acquisition, Rainbow was valued at US$18mln, and based on this evaluation each common share of Rainbow was valued at $360. In exchange for each issued Rainbow share, Amicus will issue 720 post-consolidated common shares; the total amount of post-consolidated common shares will be 36 mln. Also, Amicus will issue a public offering of 7,000,000 post-consolidated Common Shares at a price of $0.50 per share for gross proceeds of $3.5 million.
After the approvals of the Chinese government are obtained, the parties have agreed to use the net proceeds of the offering to increase Rainbow's ownership of Polo JV up to maximum of 90%.
The Canadian corporation currently has 9,000,000 common shares, and they will be subject to the share consolidation before closing of the offering. The founders of the corporation, which hold 4,000,000 common shares, have also entered into a support agreement with Rainbow, under the terms of which they have agreed to vote their common shares in favour of the acquisition including the share consolidation.
The acquisition is to be completed on or before December 1, 2008, otherwise the terms of the share exchange agreement will be terminated. If the acquisition does not complete by this period due to the fault of Rainbow, the BVI company will have to pay a break fee to Amicus corporation, in the amount of US$540,000.
Rainbow (BVI) holds a 55.6% equity interest in Sino-Canadian joint venture Beijing Polo Biotech Co. Ltd. Polo Biology Science Park Co. Ltd. holds the balance of the 44.4% equity interest in Polo JV, which develops and manufactures nutritional health supplements and personal care products in Asia, distributing them through a network of retail outlets, managed by licensed agents.
By the terms of the acquisition transaction, after the consolidation of Amicus' common shares, the Canadian company will acquire the full stock of the BVI-based Rainbow, which makes 50,000 shares currently issued and outstanding. For purposes of the acquisition, Rainbow was valued at US$18mln, and based on this evaluation each common share of Rainbow was valued at $360. In exchange for each issued Rainbow share, Amicus will issue 720 post-consolidated common shares; the total amount of post-consolidated common shares will be 36 mln. Also, Amicus will issue a public offering of 7,000,000 post-consolidated Common Shares at a price of $0.50 per share for gross proceeds of $3.5 million.
After the approvals of the Chinese government are obtained, the parties have agreed to use the net proceeds of the offering to increase Rainbow's ownership of Polo JV up to maximum of 90%.
The Canadian corporation currently has 9,000,000 common shares, and they will be subject to the share consolidation before closing of the offering. The founders of the corporation, which hold 4,000,000 common shares, have also entered into a support agreement with Rainbow, under the terms of which they have agreed to vote their common shares in favour of the acquisition including the share consolidation.
The acquisition is to be completed on or before December 1, 2008, otherwise the terms of the share exchange agreement will be terminated. If the acquisition does not complete by this period due to the fault of Rainbow, the BVI company will have to pay a break fee to Amicus corporation, in the amount of US$540,000.
Sunday, August 31, 2008
BVI corporation owned Australian takeover vehicle has made the takeover bid to Indophil Resources NL
Stanhill Resources Pty Ltd, the company owned by the BVI holding company Stanhill Capital Limited (BVI), published the notice that it has completed sending bidder's statement dated August 20, 2008, to all shareholders of the company Indophil Resources NL, registered in this status on August 15, 2008.
Stanhill Resources Pty Ltd was incorporated on 10 July 2008 in Victoria, Australia, for the specific purpose of making the Offer, and it has not undertaken any business other than connected with the Offer. Currently Stanhill Resources Pty Ltd has 100 ordinary shares of issue, all of them are owned by Stanhill Capital Limited, domiciled in the British Virgin Islands.
If the Offer is successful, the Australian company will continue to be wholly owned by the BVI holding company Stanhill Capital Limited. Stanhill Capital BVI Limited will have on issue ordinary shares and non-voting redeemable preference shares, approximately 92% of which be owned by Crosby Buyout BVI Limited, another holding company incorporated in BVI, 7.5% will be owned by Alsons Corporation, 0.1% will be owned by Crosby Investment Holdings, and 0.4% - by Mr Richard Laufmann.
Crosby Buyout BVI Limited has entered into a subscription agreement with Stanhill Capital BVI Limited under which Crosby Buyout agreed to subscribe for ordinary shares and redeemable preference shares in Stanhill Capital, for an amount up to US$500 mln.
The redeemable preference shares are redeemable at the option of Stanhill Capital BVI Limited, and not at the option of the Crosby Buyout BVI Limited. The only restrictions on the availability of the funds under the subscription agreement are:
Stanhill Resources Pty Ltd was incorporated on 10 July 2008 in Victoria, Australia, for the specific purpose of making the Offer, and it has not undertaken any business other than connected with the Offer. Currently Stanhill Resources Pty Ltd has 100 ordinary shares of issue, all of them are owned by Stanhill Capital Limited, domiciled in the British Virgin Islands.
If the Offer is successful, the Australian company will continue to be wholly owned by the BVI holding company Stanhill Capital Limited. Stanhill Capital BVI Limited will have on issue ordinary shares and non-voting redeemable preference shares, approximately 92% of which be owned by Crosby Buyout BVI Limited, another holding company incorporated in BVI, 7.5% will be owned by Alsons Corporation, 0.1% will be owned by Crosby Investment Holdings, and 0.4% - by Mr Richard Laufmann.
Crosby Buyout BVI Limited has entered into a subscription agreement with Stanhill Capital BVI Limited under which Crosby Buyout agreed to subscribe for ordinary shares and redeemable preference shares in Stanhill Capital, for an amount up to US$500 mln.
The redeemable preference shares are redeemable at the option of Stanhill Capital BVI Limited, and not at the option of the Crosby Buyout BVI Limited. The only restrictions on the availability of the funds under the subscription agreement are:
- the funds will only be available in respect of a subscription notice given by Crosby Buyout BVI Limited before 30 March 2009;
- the availability of the funds is conditional on Stanhill and its associates, acquiring a relevant interest in at least 90% of Indophil shares;
Tuesday, August 26, 2008
China Natural Resources (BVI) signs agreement with Feishang Group Limited
BVI company China Natural Resources announced entering into an agreement with Feishang Group Limited – a related party from which the company had acquired the Coal Group with its wholly-owned subsidiaries, for the total price of US$25 mln. By the terms of the agreement signed on August 11, the BVI company agreed to acquire from the Feishang Group all of the issued and outstanding capital stock of Newhold Investments Limited and its wholly-owned subsidiaries, and the outstanding indebtedness of the Coal Group to the to the Feishang Group.
The purchased company Newhold Investments, through its 70% owned operating subsidiary Guizhou Yongfu Mining Co., Ltd, owns mining rights to Yongsheng Coal Mine in Guizhou Province of PRC.
Purchase price for Newhold's shares and indebtedness is US$42,000,000, subject to adjustment. The closing date of this agreement is expected in February 2009.
The purchased company Newhold Investments, through its 70% owned operating subsidiary Guizhou Yongfu Mining Co., Ltd, owns mining rights to Yongsheng Coal Mine in Guizhou Province of PRC.
Purchase price for Newhold's shares and indebtedness is US$42,000,000, subject to adjustment. The closing date of this agreement is expected in February 2009.
Friday, August 22, 2008
BVI company acquired by Middle Kingdom Paradiso Corporation
A capital pool company Middle Kingdom Paradiso Corp. made an announcement that it has entered into an agreement with the shareholders of Mega View Management Inc., registered in the British Virgin Islands.
Pursuant to this agreement, Middle Kingdom Paradiso Corporation will acquire full stock and all the existing debt of the BVI company, by issuing nine Middle Kingdom shares for each outstanding Mega View (BVI) share.
Pursuant to this agreement, Middle Kingdom Paradiso Corporation will acquire full stock and all the existing debt of the BVI company, by issuing nine Middle Kingdom shares for each outstanding Mega View (BVI) share.
Monday, August 18, 2008
Trip Tech, Inc. signed Share Exchange Agreement with the BVI-registered international shipping company
Texas corporation Trip Tech, Inc. announced the completion of the acquisition of SkyAce Group Limited, global shipping company headquartered in China and registered in the British Virgin Islands, and Pioneer Creation Holdings Limited – another BVI company which is the sole stockholder of SkyAce.
By terms of the Share Exchange Agreement, the “closing date” of which was August 13, Trip Tech acquired full stock of SkyAce from the Pioneer Creation Holdings, in exchange for 76,925,000 newly issued shares of Trip Tech's common stock, and 1,000,000 shares of Series A Preferred Stock. At the closing date, BVI-registered stockholder was beneficial owner of 82.25% of the voting capital stock of the Texas company. As a result of the share exchange, SkyAce became wholly owned subsidiary of Trip Tech. Mr. Li Honglin, the founder of the BVI shipping company, has become President and Director of Trip Tech.
BVI company SkyAce Group Limited is engaged in international shipping and logistics services as well as relevant industry news, data analysis and advertising. Its main business is international bulk cargo transportation, and the company can provide carrying capacity of about 1,000,000 tons to major ports around the world. SkyAce also owns and operates China's largest shipping industry website, "Shipping Online”. This portal not only provides information but serves as a business platform for international shipping and logistics services. Annual revenues of the acquired BVI company grew to $70.3 Million, while net profit rose 200% from the previous year, and made $21.4 Million.
By terms of the Share Exchange Agreement, the “closing date” of which was August 13, Trip Tech acquired full stock of SkyAce from the Pioneer Creation Holdings, in exchange for 76,925,000 newly issued shares of Trip Tech's common stock, and 1,000,000 shares of Series A Preferred Stock. At the closing date, BVI-registered stockholder was beneficial owner of 82.25% of the voting capital stock of the Texas company. As a result of the share exchange, SkyAce became wholly owned subsidiary of Trip Tech. Mr. Li Honglin, the founder of the BVI shipping company, has become President and Director of Trip Tech.
BVI company SkyAce Group Limited is engaged in international shipping and logistics services as well as relevant industry news, data analysis and advertising. Its main business is international bulk cargo transportation, and the company can provide carrying capacity of about 1,000,000 tons to major ports around the world. SkyAce also owns and operates China's largest shipping industry website, "Shipping Online”. This portal not only provides information but serves as a business platform for international shipping and logistics services. Annual revenues of the acquired BVI company grew to $70.3 Million, while net profit rose 200% from the previous year, and made $21.4 Million.
Wednesday, August 13, 2008
Origin Agritech Ltd enters into a Notes Repurchase Agreement with Citadel Equity Fund
BVI-registered agricultural biotechnology company Origin Agritech Limited announced on July 28 that it had entered into a Notes repurchase agreement with Citadel Equity Fund Ltd. The agreement provides for company repurchase from Citadel of a part of its outstanding 1% Guaranteed Senior Secured Convertible Notes by 2012.
The Notes were issued by the BVI company to Citadel in the amount of US$40 mln. Pursuant to the terms of the agreement, the BVI company will repurchase from Citadel the Notes in an aggregate principal amount of US$18.7 mln, for a total repurchase price of US$20.0 mln payable in cash.
The Note repurchase will be completed in two tranches – $14.0 mln of the Notes purchased on July 28, 2008, and $4.7 mln the BVI company expects to purchase by the end of 2008. Upon the completion of the repurchases the repurchased Notes will be cancelled. The Company intends to finance the repurchase of the Notes from its cash resources, and expects the repurchase to be accretive to net earnings by approximately $0.01 per diluted share in fiscal 2008, and $0.06 per diluted share in fiscal 2009.
The Notes were issued by the BVI company to Citadel in the amount of US$40 mln. Pursuant to the terms of the agreement, the BVI company will repurchase from Citadel the Notes in an aggregate principal amount of US$18.7 mln, for a total repurchase price of US$20.0 mln payable in cash.
The Note repurchase will be completed in two tranches – $14.0 mln of the Notes purchased on July 28, 2008, and $4.7 mln the BVI company expects to purchase by the end of 2008. Upon the completion of the repurchases the repurchased Notes will be cancelled. The Company intends to finance the repurchase of the Notes from its cash resources, and expects the repurchase to be accretive to net earnings by approximately $0.01 per diluted share in fiscal 2008, and $0.06 per diluted share in fiscal 2009.
Tuesday, August 5, 2008
LJ International (BVI) files Universal Shelf Registration Statement with SEC
BVI-registered LJ International Inc., one of the leading jewelry manufacturers and retailers operating in Hong Kong and China and distributing its products worldwide, announced that it has filed a Universal Shelf Registration Statement on Form F-3 with the Securities and Exchange Commission (SEC). The Statement will allow the BVI corporation to sell, in one or more public offerings, common stock or warrants, or any combination of securities in an aggregate amount of up to $100 mln. The terms of any offerings will be established at the time of sale.
After filing the Universal Shelf Registration Statement, LJ International will be able to access the capital markets to support its growth strategy, which may include the expansion of its retail jewelry chain, potential acquisitions, business combinations or industry partnerships, as well as general working capital and the repayment or reduction of its short-term liabilities.
Registration statement on Form F-3 related to these securities has been filed with the Commission but has not become effective yet.
After filing the Universal Shelf Registration Statement, LJ International will be able to access the capital markets to support its growth strategy, which may include the expansion of its retail jewelry chain, potential acquisitions, business combinations or industry partnerships, as well as general working capital and the repayment or reduction of its short-term liabilities.
Registration statement on Form F-3 related to these securities has been filed with the Commission but has not become effective yet.
Wednesday, July 23, 2008
BVI corporation sells Sunland Properties to Carlyle Mining Corporation
A BVI-registered company Rowen Company Limited has decided to dispose of Sunland Properties Limited.
A publicly listed company Carlyle Mining Corporation has recently announced entering into an option agreement for the acquisition of Sunland Properties Limited controlling 520 square kilometers of prospective copper-gold tenements located near Hawkwood in South-Eastern Queensland, Australia, from a British Virging Islands corporation Rowen Company Limited.
Rowen Company Limited is controlled by Bryce Roxburgh – is a director of Carlyle Mining Corporation, accordingly, the acquisition is subject to approval of Carlyle's shareholders.
As a result of the acquisition of Rowen-owned Sunland, there will be no change to the current Board of Directors or management of Carlyle Mining Corporation.
A publicly listed company Carlyle Mining Corporation has recently announced entering into an option agreement for the acquisition of Sunland Properties Limited controlling 520 square kilometers of prospective copper-gold tenements located near Hawkwood in South-Eastern Queensland, Australia, from a British Virging Islands corporation Rowen Company Limited.
Rowen Company Limited is controlled by Bryce Roxburgh – is a director of Carlyle Mining Corporation, accordingly, the acquisition is subject to approval of Carlyle's shareholders.
As a result of the acquisition of Rowen-owned Sunland, there will be no change to the current Board of Directors or management of Carlyle Mining Corporation.
Friday, July 18, 2008
BVI-registered China Natural Resources to acquire Coal Exploration Company in China
On July 15, 2008, China Natural Resources Inc., a company incorporated in BVI and based in China, announced that, on July 11, 2008 it entered into an agreement with Feishang Group Limited.
Feishang Group Limited is a related party, from which China Natural Resources agreed to acquire, firstly, all of the issued and outstanding capital stock of Pineboom Investments Limited and its wholly-owned subsidiaries or Coal Group, and, secondly, the outstanding indebtedness owing by the Coal Group to Feishang Group on the closing date.
The purchase price for the shares (all the stock) and indebtedness is USD 25 million, which is subject to adjustment. The details on the transaction were included into the Company's Current Report with the Securities and Exchange Commission on July 15, 2008. The closing date of the deal is expected in the 1st quarter of 2009.
The CEO and Chairman of a British Virgin Islands corporation commented that the acquisition is consistent with the company's strategy to expand coal and metal reserves, and that China Natural Resources is optimistic about the prospect of the coal mining industry in China as economic growth is continuing there.
Feishang Group Limited is a related party, from which China Natural Resources agreed to acquire, firstly, all of the issued and outstanding capital stock of Pineboom Investments Limited and its wholly-owned subsidiaries or Coal Group, and, secondly, the outstanding indebtedness owing by the Coal Group to Feishang Group on the closing date.
The purchase price for the shares (all the stock) and indebtedness is USD 25 million, which is subject to adjustment. The details on the transaction were included into the Company's Current Report with the Securities and Exchange Commission on July 15, 2008. The closing date of the deal is expected in the 1st quarter of 2009.
The CEO and Chairman of a British Virgin Islands corporation commented that the acquisition is consistent with the company's strategy to expand coal and metal reserves, and that China Natural Resources is optimistic about the prospect of the coal mining industry in China as economic growth is continuing there.
Friday, July 11, 2008
BVI registered Bestempire Ltd continues acquitision of Mesdaq-listed Envair Holdings Bhd
A BVI-registered company Bestempire Ltd has continued its efforts in accumulating shares in Envair Holdings Bhd. This is revealed by its latest share acquisition – the company acquired 5.73 million shares.
According to filing with Bursa Malaysia, on June 24, 2008 Bestempire (BVI) acquired the 5.85% stake. So, following the recent acquisition, Bestempire's shareholding in the Mesdaq-listed company increased to 17.84% or17.48 million shares.
Envair’s share price increased to a 52-week high of 35 sen on July 31 while on March 19 it was 4 sen, which was s 52-week low.
On June 24, when the shares were acquired, the share price surged to a 4-month high of 20.5 sen.
Incorporated in the British Virgin Islands, Bestempire Ltd provides modular clean room controlled environment for such industries as semi-conductor, pharmaceutical, medical production as well as food production.
According to filing with Bursa Malaysia, on June 24, 2008 Bestempire (BVI) acquired the 5.85% stake. So, following the recent acquisition, Bestempire's shareholding in the Mesdaq-listed company increased to 17.84% or17.48 million shares.
Envair’s share price increased to a 52-week high of 35 sen on July 31 while on March 19 it was 4 sen, which was s 52-week low.
On June 24, when the shares were acquired, the share price surged to a 4-month high of 20.5 sen.
Incorporated in the British Virgin Islands, Bestempire Ltd provides modular clean room controlled environment for such industries as semi-conductor, pharmaceutical, medical production as well as food production.
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