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.
Tuesday, March 31, 2009
Chinese division of Yum! Brands purchases stake in BVI-controlled Little Sheep
On March 25, 2009 the Chinese division of the company Yum! Brands, Inc., headquartered in Shanghai, announced the intention to acquire 20 per cent of Little Sheep - an Inner Mongolia-based hot pot business with outlets around China. As a result of this deal, the value of which is 493 million Hong Kong dollars (US$63.7 million), Yum! Brands will become the second largest shareholder in Little Sheep, after Possible Way International, its controlling shareholder, registered in the British Virgin Islands. Yum! Brands plans to acquire more than 205 million shares of two UK-based private equity firms, and of BVI-based Possible Way International.
The proposed price of shares of BVI-controlled Little Sheep is 2.4 HK dollars each, and the deal is planned to be completed this summer. Upon the completion of the deal, the combined annual operating income of Yum! and Little Sheep in mainland China is expected to be about 32 billion yuan (US$4.71 billion), making less than 2 per cent of the restaurant and catering business, so the deal would not lead to a monopoly situation in China.
Also, spokesman for Yum! Brands said that at the moment the company has no plans to build up larger stake in Little Sheep, and does not plan to participate in its day-to-day business administration.
Yum! Brands, Inc. is a parent company of chain restaurants including KFC and Pizza Hut, operating about 3,000 stores in China. Little Sheep was founded in Baotou in 1999, and now runs mutton-based hot pot catering and franchising business.
The proposed price of shares of BVI-controlled Little Sheep is 2.4 HK dollars each, and the deal is planned to be completed this summer. Upon the completion of the deal, the combined annual operating income of Yum! and Little Sheep in mainland China is expected to be about 32 billion yuan (US$4.71 billion), making less than 2 per cent of the restaurant and catering business, so the deal would not lead to a monopoly situation in China.
Also, spokesman for Yum! Brands said that at the moment the company has no plans to build up larger stake in Little Sheep, and does not plan to participate in its day-to-day business administration.
Yum! Brands, Inc. is a parent company of chain restaurants including KFC and Pizza Hut, operating about 3,000 stores in China. Little Sheep was founded in Baotou in 1999, and now runs mutton-based hot pot catering and franchising business.
Thursday, March 26, 2009
Talon Metals updates loan terms for BVI-registered Saber Energy
Mineral exploration company Talon Metals Corp, registered in the British Virgin Islands, announced that it has agreed to a 30 day maturity date extension of the $6 mln loan that was made by it to Saber Energy Corp., a private coal bed methane exploration company working in Botswana, Africa.
Talon Metals entered into a binding agreement with Saber Energy Corp., also based in BVI, in September 2008. The original maturity date of the loan was March 24, 2009, and the loan will not be repaid on this date. Also, Talon continues due diligence review of Saber regarding potential merger of the two BVI companies.
The discussions of the two BVI companies are to be concluded in about 30 days, or on before April 24 2009. In case if the discussions do not result in agreement on a further extension to the loan and interest earned, the loan would be paid immediately.
Talon's $6 mln loan to Saber is secured against Saber's assets which include its land licenses in Botswana and other assets. Currently Talon's management and auditors are establishing an appropriate valuation for the loan. Currently payable interest on the loan is 18 per cent per annum.
Talon is continuing to investigate other opportunities, and is currently undertaking due diligence reviews on a number of such opportunities that have been identified for new resource projects.
Talon Metals entered into a binding agreement with Saber Energy Corp., also based in BVI, in September 2008. The original maturity date of the loan was March 24, 2009, and the loan will not be repaid on this date. Also, Talon continues due diligence review of Saber regarding potential merger of the two BVI companies.
The discussions of the two BVI companies are to be concluded in about 30 days, or on before April 24 2009. In case if the discussions do not result in agreement on a further extension to the loan and interest earned, the loan would be paid immediately.
Talon's $6 mln loan to Saber is secured against Saber's assets which include its land licenses in Botswana and other assets. Currently Talon's management and auditors are establishing an appropriate valuation for the loan. Currently payable interest on the loan is 18 per cent per annum.
Talon is continuing to investigate other opportunities, and is currently undertaking due diligence reviews on a number of such opportunities that have been identified for new resource projects.
Saturday, March 21, 2009
More than 10% of African mining corporation purchased by BVI-registered subsidiary
London Stock Exchange listed mining company Titanium Resources Group Ltd. has published a Notice of Substantial Shareholding, informing the publics that on 12 March it was notified that the British Virgin Islands-registered Leopard Titanium Limited acquired its 2,000,000 ordinary shares, at a price of 3.25p a share. As a result of the purchase, the BVI company now owns 25,427,856 ordinary shares of Titanium Resources, which represents 10.85% of its total issued share capital.
The BVI-based Leopard Titanium Limited is a company in which Mr. Jean Raymond Boulle is the sole shareholder and sole director. It was previously disclosed that Mr. Boulle also directly owns a further 114,981,497 ordinary shares representing 49% of total issued share capital of the mining company.
Titanium Resources Group has the major part of its operations in te Republic of Sierra Leone, producing rutile and ilmenite for industrial needs . It is the country's largest private sector employer,. and its operations historically accounted for over 65% of exports of Sierra Leone.
The BVI-based Leopard Titanium Limited is a company in which Mr. Jean Raymond Boulle is the sole shareholder and sole director. It was previously disclosed that Mr. Boulle also directly owns a further 114,981,497 ordinary shares representing 49% of total issued share capital of the mining company.
Titanium Resources Group has the major part of its operations in te Republic of Sierra Leone, producing rutile and ilmenite for industrial needs . It is the country's largest private sector employer,. and its operations historically accounted for over 65% of exports of Sierra Leone.
Tuesday, March 17, 2009
China Opportunity Acquisition Corp. to merge with BVI-registered parent of Chinese Specialty Steel Company
China Opportunity Acquisition Corp., a blank check company formed in 2006 as a vehicle to effect a merger, capital stock exchange and asset acquisition, announced that its shareholders approved the merger with Golden Green Enterprises Limited, a privately held company registered in the British Virgin Islands. As a result of this merger, China Opportunity's shares of common stock, warrants and units will be converted into like securities of the BVI company on a one-to-one basis.
Closing of the merger is expected to occur on or about March 17, 2009. Shortly after it, ordinary shares, warrants and units of Golden Green will trade on the Over-the-Counter Bulletin Board. Following the completion of the merger, Golden Green will continue operations under its present name.
BVI-domiciled Golden Green, through its operating company, Henan Green Complex Materials Co., Ltd., is a manufacturer of specialty steel products in China. Harry Edelson, CEO and Chairman of the Board of China Opportunity, commented that this transaction will provide Golden Green with a public listing in the US, to help execute its aggressive growth strategy.
Closing of the merger is expected to occur on or about March 17, 2009. Shortly after it, ordinary shares, warrants and units of Golden Green will trade on the Over-the-Counter Bulletin Board. Following the completion of the merger, Golden Green will continue operations under its present name.
BVI-domiciled Golden Green, through its operating company, Henan Green Complex Materials Co., Ltd., is a manufacturer of specialty steel products in China. Harry Edelson, CEO and Chairman of the Board of China Opportunity, commented that this transaction will provide Golden Green with a public listing in the US, to help execute its aggressive growth strategy.
Monday, March 16, 2009
BVI-based A-Power signs two agreements with GE Drivetrain Technologies
British Virgin Islands-registered A-Power Energy Generation Systems Ltd., the provider of distributed power generation systems in China, and GE Drivetrain Technologies have signed supply and joint venture partnership agreements. The first agreement signed is for GE Drivetrain Technologies to supply A-Power with 2.7 megawatt (MW) wind turbine gearboxes, and another one is to establish Joint Venture partnership for a wind turbine gearbox manufacturing plant in China. Prior to signing the contracts, the companies signed letters of intent a month ago.
Both the agreements are supporting China's initiative to increase wind energy output from one gigawatt in 2005 to 100 gigawatts by 2020, and are the basis for additional future investments by GE Drivetrain Technologies in its local supply chain.
GE Drivetrain Technologies is a unit of GE Transportation – part of General Electric Company, which is a global technology supplier to the railroad, marine, drilling, mining and wind industries.
Both the agreements are supporting China's initiative to increase wind energy output from one gigawatt in 2005 to 100 gigawatts by 2020, and are the basis for additional future investments by GE Drivetrain Technologies in its local supply chain.
GE Drivetrain Technologies is a unit of GE Transportation – part of General Electric Company, which is a global technology supplier to the railroad, marine, drilling, mining and wind industries.
Thursday, March 12, 2009
BVI registered OpenTV Corporation received proposal from Kudelski SA
BVI-registered OpenTV Corp., a leading software and technology provider of advanced digital television solutions, reported that on February 27, 2009 it received a non-binding proposal from Kudelski SA to acquire all of the Class A ordinary shares of OpenTV Corp., which are not currently owned by Kudelski or its affiliates. The company proposed purchase price of $1.35 per share in cash.
The Board of Directors of the BVI corporation will consider the proposal on the meeting. OpenTV indicated that it does not intend to comment further at this time.
OpenTV is one of the world's leading providers of advanced digital television solutions dedicated to creating and delivering compelling viewing experiences to consumers of digital content worldwide.
The Board of Directors of the BVI corporation will consider the proposal on the meeting. OpenTV indicated that it does not intend to comment further at this time.
OpenTV is one of the world's leading providers of advanced digital television solutions dedicated to creating and delivering compelling viewing experiences to consumers of digital content worldwide.
Friday, March 6, 2009
Canadian company acquires 60 per cent of BVI-controlled Sunland Properties
The Canadian company Carlyle Mining Corp has announced that it has received notice from the TSX Venture Stock Exchange saying that the trading halt that was placed on shares of the Company on July 11 2008 is lifted effective at the opening of the market on February 25, 2009. The Transaction was previously described in its news release dated December 23, 2008, announcing that it had entered into a share option agreement, to acquire 60% of the issued and outstanding shares of Sunland Properties Limited. Sunland, which is owned by a British Virgin Islands-registered Rowen Company Limited, and controls 520 square kilometres of prospective copper-gold properties situated in south eastern Queensland, Australia.
The properties consist of two exploration permits and one exploration permit application, acquired by Rugby Mining Pty Limited, – a wholly owned subsidiary of Sunland, - from Newcrest Operations Limited. Rugby made the EPA directly with the Queensland Government Department of Mines and Energy.
Pursuant to the Agreement, Carlyle will advance to the BVI-registered Rowen Australian $25,000 as a non-refundable deposit. In order to maintain its option, the Agreement provides that Carlyle will pay to Rowen (BVI) AU$200,000 in cash, which is payable on closing of the Transaction, or within 30 days of completion of any future capital raising financing by the Company.
After the closing of the transaction, Carlyle will be called Rugby Mining Limited, and will change its trading symbol to RUG. An aggregate 16,000,000 common shares will be issued and outstanding.
The properties consist of two exploration permits and one exploration permit application, acquired by Rugby Mining Pty Limited, – a wholly owned subsidiary of Sunland, - from Newcrest Operations Limited. Rugby made the EPA directly with the Queensland Government Department of Mines and Energy.
Pursuant to the Agreement, Carlyle will advance to the BVI-registered Rowen Australian $25,000 as a non-refundable deposit. In order to maintain its option, the Agreement provides that Carlyle will pay to Rowen (BVI) AU$200,000 in cash, which is payable on closing of the Transaction, or within 30 days of completion of any future capital raising financing by the Company.
After the closing of the transaction, Carlyle will be called Rugby Mining Limited, and will change its trading symbol to RUG. An aggregate 16,000,000 common shares will be issued and outstanding.
Friday, February 27, 2009
Joint-venture entity to be registered in BVI by China-based and Australian companies
Sino-Global Shipping America, Ltd., a non-state-owned provider of shipping agency services operating primarily in China, announced that it has signed a joint-venture agreement with Australian company Rocklands Richfield Limited (RCI). The agreement is to provide Sino-Global new opportunities to serve coal-carrying ships from Australia to China, and to allow Rockland Richfield to leverage Sino-Global's established non-state-owned shipping agency services network in China, to distribute goods domestically.
The proposed joint-venture company will be structured as a British Virgin Islands company, and each of the partner companies will own 50% of it. The BVI entity will serve as a shipping operator for cargo ships carrying imported goods to China. Both RCI and Sino-Global have agreed to contribute US$250,000 as needed to operate the company and support its business development activities.
The joint venture was funded by Sino-Global's internal cash position. The transaction has been approved by the board of directors of Sino-Global, and is expected to close in March 2009.
The main businesses of RCI are coal exploration in Queensland, Australia and coke processing in China. In China, RCI's fully controlled subsidiary Coke & Chemicals processes coking coal and other by-products, with total revenues of approximately AU$100 mln in year 2008. Sino-Global Shipping America, Ltd. was registered in the United States in 2001, and is operating primarily in Mainland China, having local branches in six of China's 76 ports, and contractual arrangements in all those where it does not have branch offices.
The proposed joint-venture company will be structured as a British Virgin Islands company, and each of the partner companies will own 50% of it. The BVI entity will serve as a shipping operator for cargo ships carrying imported goods to China. Both RCI and Sino-Global have agreed to contribute US$250,000 as needed to operate the company and support its business development activities.
The joint venture was funded by Sino-Global's internal cash position. The transaction has been approved by the board of directors of Sino-Global, and is expected to close in March 2009.
The main businesses of RCI are coal exploration in Queensland, Australia and coke processing in China. In China, RCI's fully controlled subsidiary Coke & Chemicals processes coking coal and other by-products, with total revenues of approximately AU$100 mln in year 2008. Sino-Global Shipping America, Ltd. was registered in the United States in 2001, and is operating primarily in Mainland China, having local branches in six of China's 76 ports, and contractual arrangements in all those where it does not have branch offices.
Monday, February 16, 2009
BVI-registered RAK Real Estate Ltd. to acquire Kuwait-based business
RAK Real Estate Ltd., a company registered in the British Virgin Islands and having office in Dubai, UAE, has announced that it has entered into a conditional agreement for the acquisition of the entire beneficial interest in RAFCO business, which is part of Rafco International Real Estate Company K.S.C.C., of Kuwait City, Kuwait. The total amount payable for this acquisition is US$927,129,210. This consideration will be satisfied by the issue of new shares at a price of US$5.00 each, and totaling amount of 185,425,842 shares.
In addition, a Kuwait based institution has conditionally agreed upon admission to acquire from the principal shareholder, Rafed A.M. Al Khorafi, a total amount of 18,357,158 shares representing approximately 9.9% of the Enlarged Share Capital, at a price per share of $5.00. Total amount of this transaction will to make $91,785,790.00.
Speaking on behalf of the board of directors, the chairman Ahmed Al Omani said that the proposed acquisition represents an important opportunity for the company to strengthen its growth prospects and accordingly enhance shareholder value.
The British Virgin Islands-based RAK Real Estate Ltd. floated on PLUS as an investing company in August 2008, and consists primarily of Kuwaiti shareholders.
In addition, a Kuwait based institution has conditionally agreed upon admission to acquire from the principal shareholder, Rafed A.M. Al Khorafi, a total amount of 18,357,158 shares representing approximately 9.9% of the Enlarged Share Capital, at a price per share of $5.00. Total amount of this transaction will to make $91,785,790.00.
Speaking on behalf of the board of directors, the chairman Ahmed Al Omani said that the proposed acquisition represents an important opportunity for the company to strengthen its growth prospects and accordingly enhance shareholder value.
The British Virgin Islands-based RAK Real Estate Ltd. floated on PLUS as an investing company in August 2008, and consists primarily of Kuwaiti shareholders.
Friday, February 6, 2009
Egyptian, BVI and UAE investors offer to buy Alexandria Medical Services
The Egyptian investor has made an offer to medical equipment firm Alexandria Medical Services with purpose to buy it for 102.9 mln Egyptian pounds, meaning that all the 1.4 million shares of the firm will be bought at a price of 73.5 pounds per share.
This is the highest bid for the company, earlier this month an Indian investor who runs healthcare business in the United Arab Emirates offered to buy Alexandria Medical Services for 100.8 mln pounds , or 72 pounds per share. Also, the previous offer of 100 percent takeover made by the British Virgin Islands-based company Short Hills Development was 65 pounds a share.
The current offer of the investor, who is the chairman of the board of Egyptian pesticide firm Agrochem, also based in Alexandria, brought the number of offers for the medical firm to three.
This is the highest bid for the company, earlier this month an Indian investor who runs healthcare business in the United Arab Emirates offered to buy Alexandria Medical Services for 100.8 mln pounds , or 72 pounds per share. Also, the previous offer of 100 percent takeover made by the British Virgin Islands-based company Short Hills Development was 65 pounds a share.
The current offer of the investor, who is the chairman of the board of Egyptian pesticide firm Agrochem, also based in Alexandria, brought the number of offers for the medical firm to three.
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