Westbridge Energy announced acquisition of BVI company's interest

Oil and gas exploration and development company Westbridge Energy Corporation has entered into a binding letter of intent with Kayuco Universal Ltd. - a private company incorporated under the laws of the British Virgin Islands tax haven, whose principal asset is 80% interest in an oil and gas petroleum exploration licence granted by for exploration in Namibia.

Under the terms of the Letter of Intent, dated April 12, 2012, Westbridge will acquire 100 per cent of the issued and outstanding shares in the capital of the BVI company with consideration comprising 10 million common shares in the capital of Westbridge at a deemed issue price of C$20 per share to the selling shareholders, and a cash payment of US$3 million of which C$300,000 is to be paid by way of an advance deposit upon execution by the parties.

The acquisition is an arm's-length transaction, and it is not expected to result in a change of control. Under the policies of the Exchange, the transaction qualifies as a “Reviewable Transaction” and remains subject to regulatory approval.

Westbridge also announced a non-brokered private placement of subscription receipts of up to US$4 million, with a US$2 million minimum, priced at US$0.25 per subscription receipt.

Westbridge's shares shall resume trading on the Exchange on the open on April 18, 2012.

China GrenTech's shareholders approved merger with BVI company

China GrenTech Corporation Limited, China-based company providing radio frequency and wireless coverage products and services, announced that company's shareholders voted at an extraordinary general meeting in favor of the proposal to approve the previously announced amended and restated agreement and plan of merger dated January 20, 2012. The agreement is among China GrenTech, Talenthome Management Limited, a British Virgin Islands exempted company, and Xing Sheng Corporation Limited, a Cayman Islands exempted company wholly owned by the BVI company. Pursuant to the agreement, Xing Sheng will merge with and into China GrenTech, and Chinese company will continue as the surviving company wholly owned by Talenthome Management Limited.

The parties of the agreement expect to complete the merger as soon as practicable, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement. If completed, the merger would result in China GrenTech becoming a privately held company wholly-owned by the BVI company, and Grentech's American depositary shares would be delisted from the NASDAQ Global Select Market.

BVI company signs Definitive Farm-Out Agreement

Eco (Atlantic) Oil & Gas Ltd., incorporated in the British Virgin Islands, has signed a definitive Farm-out Agreement with Bermuda-based Azimuth Ltd.

Azimuth is an exploration and production company backed by majority-owner Seacrest Capital Ltd. and Petroleum Geo-Services ASA. Pursuant to the agreement, Azimuth will earn 20% working interest in each of Eco Atlantic's offshore Namibia licenses, namely the “Cooper License”, the “Sharon License” and the “Guy License”, in return for funding 40% of the cost of 3D seismic surveys across all three licenses, the acquisition of which is expected to cost more than US$25 million.

The BVI company, through its wholly owned subsidiary Eco Oil and Gas Namibia (PTY) Ltd., currently holds 90% working interest in the licenses, and the Namibian National Oil and Gas Company (NAMCOR) holds a 10% working interest. As a result of this transaction, Eco Namibia's interest will be 70%, Azimuth will earn 20 % interest, and NAMCOR will retain its 10% carried interest.

Gil Holzman, President and CEO of Eco Atlantic, commented on the transaction, saying: “Eco Atlantic is excited to have executed the Farm-out Agreement thereby securing the relationship with Azimuth as a license and technical partner. This partnership will enhance the technical ability brought to analyze the Licenses, thereby reducing the execution risk and strengthening the Company's technical ability to perform its offshore Namibia 3D Geophysical program. The cost of the 3D program is approximately US $25million on all three offshore blocks, and the Company’s current balance sheet combined with Azimuth's contribution covers the majority of the cost associated with our program.”

BVI-registered Minexco Minerals Corp. signed agreement for gold exploration

Canada-based company U3O8 Corp., focused on exploration and resource expansion of uranium and green commodities in South America, and British Virgin Islands-incorporated private company Minexco Minerals Corporation signed definitive agreement. According to this agreement, Minexco Minerals Corp. will acquire from Canadian company non-core exploration properties in Guyana. This transaction will be followed by the consolidation of exploration properties around Minexco's Tamakay gold concession. The principal targets in the consolidated exploration area are gold and potential for gold-copper deposits.

Under the terms of the transaction, Minexco will issue up to nine million shares (approximately 13% of shares outstanding) to U3O8 Corp. at a deemed price of Cdn$0.30 per shares, in consideration for seven grassroots concessions' transfer to Minexco. Also, U3O8 Corp. may acquire up to an additional US$1.2 million worth of Minexco Shares or units in subsequent financings for a period up to 18 months.

The BVI company will finance the exploration within an area of interest, which has been jointly defined by the two parties to comprise Minexco's Tamakay Gold Project and U308 Corp's seven non-core properties. Exploration will be carried out by U3O8 Corp's Guyana team on a contract basis.

U3O8 Corp's President and CEO, Dr. Richard Spencer, has been appointed to Minexco's board. U308 Corp will also receive preferential right to participate in future financings undertaken by Minexco, as long as U308 Corp. continues to hold at least 10% of Minexco's shares outstanding.

BVI corporation controlling Macau gaming company enters into LOI with Elray Resources

Elray Resources has entered into a binding Letter of Intent with Golden Match, an investment holding company incorporated in the British Virgin Islands. The two companies will enter into an Acquisition Agreement, by terms of which Elray will acquire all of the outstanding shares of Golden Match.

The principal business of BVI-based Golden Match is holding a profit share agreement with a VIP Room Gaming promoter, by terms of which they receive 80 percent of profit from the promoters. The promoter currently participates in the promotion of many major luxury VIP gaming facilities in Macau, China, the largest gaming market in the world, which include the MGM, Venetian, Wynn, Galaxy and City of Dreams.

VIP gaming operations in Macau consist of VIP rooms, and gaming promoters secure VIP rooms through agreements in which they receive either a commission on turnover or a split of the casino net gaming win or loss on a pre-gaming tax basis.

The BVI-registered Golden Match is promoting Casinos in Macao SAR pursuant to a license issued by the Gaming Inspection and Coordination of Bureau of the Government of Macao SAR.

Current CEO of Elray Brian Goodman said: “Elray will now be well positioned to develop and grow as a gaming entity internationally. The Macau opportunity together with the US listing will enable the company to raise growth capital, acquire other promoters in Macau as well as in other jurisdictions and negotiate more favorable terms with casinos due to its heightened profile.”

Management arm of an offshore law firm acquired by Intertrust Group

Offshore law firm Walkers, having its offices in many jurisdictions including the British Virgin Islands, has announced the sale of its management services business to Intertrust Group Holding SA.

Walkers Management Services, which is providing corporate, fiduciary and company secretarial services, is headquartered in the Cayman Islands. It employs people in the CI, in the BVI, Hong Kong, Dubai, Delaware and Dublin, and generates sales of more than US$50 million.

As a combined group, trust and corporate management services provider Intertrust will operate with more than 1,100 people across 30 offices in 21 countries. According to Intertrust CEO David de Buck, the firm will gain market leading position in the Cayman Islands with the acquisition and expand the group's global network by adding offices in the British Virgin Islands, Dubai and Delaware.

According to the announcement of the offshore law firm, the sale of its management services arm to Intertrust Group Holding SA followed a comprehensive strategic review of the Walkers Group.

The acquisition is subject to regulatory approval and expected to be completed in the next months, J.P. Morgan Securities LLC is acting as financial adviser to WMS.

BVI company to carry negotiations in Southern Africa

Mineseeker Operations Overseas Limited, a BVI company focused on developing innovative technologies in the sphere of aearial survey and mapping, holds a series of meetings concerning the Memorandum of Understanding signed by the company. Mineseeker has already formed a joint venture company, Mineseeker Southern Africa Ltd, and will open negotiations for aearial survey contracts aimed at liberating large sections of land affected by unexploded ordnance.

Mineseeker CEO Mike Kendrick and the Commercial Director of the BVI company Mark Dorey are visiting the area for four days of meetings, scheduled with governments and stakeholders representing the contaminated areas, to formalize and scope the projects, and to establish the commercial structure and pricing of the potential contracts.

The BVI company will be looking for further investment partners in order to meet its objectives in African region, and will meet with the company that has made a specific proposal for the funding of the coconut factory in Mozambique.

A report on the results of the meeting will be available when the management team of the BVI company returns to the UK.

Pansoft Company Limited engages advisors to consider acquisition offer

British Virgin Islands-based Pansoft Company Limited, a leading ERP software service provider for the oil and gas industry in China, announced that the Special Committee formed to consider an offer by the company's chairman Hugh Wang representing Timesway Group Limited, to acquire all outstanding Pansoft shares that it did not already own, has engaged Duff & Phelps, LLC as its independent financial advisor. Also, the Special Committee retained Morgan, Lewis & Bockius, LLP to serve as its United States legal counsel and Maples and Calder to serve as its British Virgin Islands legal counsel.

On January 7, 2011, the Board of Directors of the BVI company received an offer from Chairman Hugh Wang, representing Timesway Group Limited, to acquire all outstanding Pansoft shares that it did not already own, at a price of US$3.76 per share. Timesway Group Limited is controlled by Chairman High Wang and CEO Guoqiang Lin, and had voting power over 64% of the company's voting securities as of June 30, 2011. The Special Committee is continuing its evaluation of the offer.

Playtech Limited acquired shares of Ash Gaming Limited

British Virgin Islands-based Playtech Limited, the international designer, developer and licensor of software and services for gaming industry, has acquired the whole issued share capital of Ash Gaming, one of the leading developers of interactive gambling and betting games. The shares were acquired for total cash consideration of up to £23 million, comprising initial consideration of £15.5 million and deferred contingent consideration of up to £7.5 million.

The acquired company is one of the online gaming industry's leading games content developers focused on the provision of games for online betting and gambling operators. The company employs more than 40 staff, of which the majority are game developers.

According to Playtech's press release, this acquisition enhances BVI company's wholly-owned content library and value chain economics, complements its technology leadership with additional premier content capability, and provides potential for revenue synergies, new opportunities and uplift in margins for casino/games platform. In financial year 2011, Ash Gaming broadened its distribution, and will continue to expand its product offering and operator network.

Chris Ash, founder and CEO of the acquired company, said in his comments: "The strategic rationale for Ash Gaming to combine its successful content with Playtech's industry leading offering was evident from the earliest of our discussions. The ability to deliver our content through further casino, bingo, poker, retail and mobile channels will enable the combined business to grow faster and deliver a greater variety of cross channel product to the operators."

Canada-based GINSMS Inc. acquires BVI-controlled company

The Canadian company GINSMS Inc. announced that it has entered into an arm's length definitive share purchase agreement with Inphosoft Pte. Ltd., a private corporation incorporated under the law of Singapore and controlled by the British Virgin Islands-incorporated company One Heart International Limited, Wang Xian Xiang and Chin Siang Hui of Singapore, and Xu Hongwei of China, who together hold 91.79% of company's stock. Under the TSX Venture Exchange, the transaction will constitute a reverse take-over.

By terms of the agreement, GINSMS is to acquire all of the issued and outstanding shares of Inphosoft's wholly-owned subsidiary, Inphosoft Group Pte. Ltd., also incorporated under the law of Singapore, for total consideration of US$11.6 million. The transaction will constitute a reverse take-over of GINSMS under the policies of the TSX Venture Exchange. The consideration payable to Inphosoft will consist of US$1,100,000 in cash, and by the issuance of non interest-bearing convertible debentures for an aggregate principal amount of $10.5 million. Each debenture shall be issued for a term of three years.

GINSMS expects to complete the transaction by the end of March, 2012.

GINSMS Inc. may also complete a brokered private placement of up to US$500,000 in conjunction with the completion of the reverse take-over, to benefit from a waiver of the Exchange sponsorship requirement applicable to reverse take-overs.

China GrenTech announces transaction with BVI- and Cayman Islands-based companies

China GrenTech Corporation Limited, China-based provider of radio frequency and wireless coverage products and services, entered into an agreement and plan of merger with Talenthome Management Limited, a company incorporated under the law of the British Virgin islands, and Xing Sheng Corporation Limited, which is a Cayman Islands company wholly owned by Talenthome Management Limited.

The BVI company is jointly owned indirectly by Mr. Yingjie Gao, Chairman and CEO of China GrenTech, by Ms. Rong Yu, company's director and Chief Financial Officer, and Ms. Yin Huang. They collectively beneficially own approximately 41.9% of the shares of China GrenTech, and intend to finance the merger through proceeds from a loan facility in the amount of HK$320,000,000 from Guotai Junan Finance (Hong Kong) Limited.

Under the terms of the merger agreement, Xing Sheng Corporation will be merged with and into China GrenTech, which will become a wholly-owned subsidiary of the BVI-registered Talenthome Management Limited. Also, each ordinary share of the Chinese company will be cancelled in exchange for the right to receive US$0.126 in cash without interest, except the ordinary shares owned by the group of buyers, and the shares owned by holders of such ordinary shares who have validly exercised and not effectively withdran or lost their appraisal rights.

Exploration company acquires interest in BVI corporation

BVI-registered company Eco (Atlantic) Oil and Gas Ltd. entered into an agreement with Azimuth Ltd., an exploration and production company incorporated in Bermuda and jointly owned by Seacrest Capital Ltd. and Petroleum Geo-Services ASA. By terms of the agreement, Azimuth has subscribed for C$3 million of BVI company's private placement announced in December 2011.

Pursuant to this agreement, Azimuth will acquire 20% working interest in each of Eco Atlantic's offshore Namibia licenses, in return for funding 40% of the cost of 3D seismic surveys. The assignment of a 20% working interest in the Licenses to Azimuth is subject to a number of conditions, including the approval of Namibia's Ministry of Mines and Energy and the completion of a definitive farm-in agreement.

Currently, Eco Atlantic holds a 90% working interest in the Namibian Licenses, through its wholly-owned subsidiary Eco Oil and Gas Namibia (PTY) Ltd. and NAMCOR, the Namibian national oil and gas company, is the holder of 10% working interest. As a result of this transaction, Eco Namibia will have 70% interest, Azimuth will own 20% interest. Eco Atlantic, through the project management group of Kinley Exploration and Azimuth, will be responsible for designing, sourcing and operating all aspects of the 3D seismic program.

Giga Capital Corporation Signed LOI with the BVI company

A capital pool company Giga Capital Corporation signed a letter of intent dated November 28, 2011 with Chang Li Holdings Ltd., which is incorporated in the British Virgin Islands and has an office in Hong Kong. The agreement concerns the proposed acquisition of all the issued and outstanding shares of Tongli Enterprises Development (HK) Company Ltd., the wholly-owned subsidiary of the BVI company, incorporated under the laws of Hong Kong.

Tongli is involved in the business of the market development and sales of neodymium iron boron (NdFeB) rare earth permanent magnetic materials and devices, which are necessary for computers, mobile phones, most audio and video equipment, generators and medical equipment.

It is provided by the LOI that the currently issued and outstanding 7,660,000 Common Shares of Giga Capital Corporation will be consolidated on a 5 for 1 basis. The consolidation was approved by the shareholders of the corporation.

BVI company completes acquisition transaction

Emerging Metals Limited, a British Virgin Islands company working in the industry of minor metals and rare earth elements, announced that in the beginning of December it has exercised its option to acquire all of the issued and to be issued ordinary shares of Ferrum Resources Limited, a private iron ore exploration and mining company also registered in BVI. Prior to the announcements made in June 2011 and subsequently, Ferrum Resources was 37.23 per cent associate of Emerging Metals, so now, upon having acquired some 62.77 per cent of it, Emerging Metals holds full stock of Ferrum Resources.

The acquisition will involve the issue of 316,574,265 new ordinary shares of no par value at Emerging Metals Limited, with an aggregate value of approximately £4.9 million. Additionally, Emerging Metals Limited will grant warrants over a further of 57,280,000 of its new ordinary shares, each for a term of five years and with an exercise price per share of 4.88 pence, and options over a further 5,012,000 new ordinary shares in respect of Ferrum employee options.

This transaction will constitute a reverse takeover under the AIM rules.