Canadian Quantum Energy Corporation, TSX-listed company actively engaged in exploring oil and gas opportunities in Western Canada, has entered into an investment agreement with British Virgin Islands-registered company Lang International Holdings Limited. Under the terms of the agreement, on or before May 2, 2014 the BVI company or any of its associates will provide a short term loan to Canadian Quantum, in the amount of US$350,000. This loan, secured against the personal property of the Canadian company, will be repaid on the earlier of the closing of the Equity Private Placement, no later than May 30, 2014. If any amount of the loan is unpaid following the Maturity Date, it will bear interest of 12 per cent per annum.
Canadian Quantum intends to complete a private placement offering of Common Shares (Equity Private Placement) pursuant to which Lang or any of its associates would purchase 12,750,000 Common Shares at a price of US$0.10 per Common Share for gross proceeds of US$1,275,000. Concurrently with the closing of the Equity Private Placement, a subsidiary of Canadian Quantum will purchase certain seismic equipment from Lang at a purchase price of 10,971,000 Common Shares. Canadian Quantum also intends to complete a private placement offering of series 1 convertible secured debentures in the aggregate principal amount of up to US$1,875,000, pursuant to which Lang or any of its associates will purchase Series 1 Debentures and the remaining amount will be subscribed for by the holders of the currently outstanding debentures.
TSX-listed investment issuer Urban Select Capital Corporation has entered into an agreement with Oriental Sense Development Limited, a private BVI-incorporated company, pursuant to which Oriental Sense will acquire 12,500,000 common shares of the Canadian company for proceeds of US$1,000,000 and at a price of US$0.08 per share.
This is an arm’s length agreement, and the BVI corporation owns no securities of Urban Select. After the completion of the investment, Oriental Sense will own approximately 30.56 per cent of the issued and outstanding shares, and as a result will hold the control of the Canadian company.
Completion of the transaction is subject to the approval of the Exchange and majority of the Urban’s shareholders at the annual and special general meeting scheduled to be held on January 9, 2014.
Talon Metals Corp., a TSX-listed company incorporated in the British Virgin Islands and focused on the exploration and development of the Trairão Iron Project in Brazil, this month provided an update on its investments in other publicly trading companies. Among them, there is Tlou Energy Limited – an Australian company focused on the development of unconventional gas opportunities in Africa. Talon Metals is the owner of 16,857,142 shares in this company. In April, 2013, Tlou Energy successfully completed an initial public offering on the Australian Securities Exchange, and raised AUS$10,000,000 at AUS$0.50 per Tlou Energy share.
The BVI company also owns 3,191,489 shares in Brazilian Gold Corporation – a Canadian public company engaged in the acquisition, exploration and development of gold properties in Northern Brazil. On May 30, 2013, Brazilian Gold announced that it has signed a non-binding letter of intent with Kingwell Group Limited, pursuant to which Kingwell may make a general cash offer to the shareholders of Brazilian Gold for not less than 50.95% of the outstanding common shares of BGC, at a price of CDN$0.27 per share.
Resource Generation Limited, which is another investment of Talon Metals Corp., is focused on developing the coal mine in the Waterberg region of South Africa, with 30 years mining right having already been issued to Resource Generation and advanced project financing discussions underway.
Sean Werger, President of Talon, commented: “We believe that our current treasury of approximately CDN$16.5-million, coupled with these additional investments in other publicly listed companies, puts us in a good position to successfully implement our strategy of pursuing projects that can generate meaningful cash flow with low capital requirements.”
West African Iron Ore Corporation, the TSX-listed company focused on development of its mineral resources in the Republic of Guinea, announced that it has arranged an unsecured convertible debenture financing agreement with Sky Alliance Resources Inc. – a privately owned international mining and consulting firm incorporated in the British Virgin Islands and based in Hong Kong.
The BVI company will finance up to CAD$2.0 million by up to four drawdowns of CAD$500,000., each of them in the form of a convertible debenture with 8% annual interest rate and a term of 5 years. During this term, Sky Alliance Recources will have the option to convert all or any portion of the outstanding Debentures into common shares of West African, at a price of CAD$0.10 per share for the first CAD$500,000, and for all other drawdowns at the market price at the time of drawdown, subject to a minimum conversion price of CAD$0.10 per share.
BVI-registered Sky Alliance Resources, directly and through its wholly-owned subsidiary, has ownership and control of 24,697,000 common shares of West African, which represent14.09% of the issued and outstanding common shares of the Canadian company. Assuming conversion of the first drawdown of the debenture, Sky Alliance would own and control 29,697,000 common shares, representing 16.49% of the then issued and outstanding common shares of WAI.
The debenture was acquired by the BVI company for investment purposes. Sky Alliance’s shareholders plan to fully support West African’s efforts to complete its initial NI43-101 technical report and raise additional funds for business development.