Pansoft Company Limited, a British Virgin Islands-registered provider of ERP software and professional solutions for oil and gas industry in China, has signed an agreement to acquire all of the equity interests of Hefei Langji Technology Co., Ltd. and its wholly-owned subsidiary, Shanghai Zhongrui, on September 9, 2011. The total purchase price of the company, which is approximately US$1.69 million, is payable in four installments. The first installment will represent 35% of the total purchase price, and will be paid in a combination of cash and the common stock of the BVI company; the three other installments are required to be paid on an annual basis over the next three years in a combination of cash and the common stock of the company.
One of the companies acquired by Pansoft, Hefei Langji Technology, is the leading HR solution provider to China’s coal-mining industry. Shanghai Zhongrui is Shanghai-based sales and marketing arm of Langji. It will remain Langji’s subsidiary and will focus on small and medium-sized companies in other industries.
A part of the acquisition consideration will be paid from shares repurchased by Pansoft on the open market. As of September 15, 2011, Pansoft had repurchased more than 157,000 of its common shares, which will be used to fund the acquisition.
Chaarat Gold Holdings Limited, the BVI-registered company engaged in metals exploration in Kyrgyz Republic, announced that it has conditionally raised funds of approximately US$83.4 million via the proposed issue of 103,290,468 ordinary shares of US$0.01 each, through a placing and direct subscriptions at a price of 50 pence per ordinary share.
The BVI company has received commitments to subscribe for 100,142,670 new ordinary shares to raise approximately £50.1 million. Additionally, Chaarat has received commitments to subscribe for 3,147,798 new ordinary shares through direct subscriptions.
Chaarat Gold Holdings is currently in the process of compiling a Definitive Feasibility Study for the Tulkubash Project and a Pre-Feasibility study on the much larger Kiziltash project in the Kyrgyz Republic, and significant part of the net proceeds of the fundraising will be deployed towards developing the required infrastructure for both projects.
The subscription shares will represent approximately 2.1 per cent of the enlarged issued share capital of the company following First Admission, which will be 150,181,698 ordinary shares. The placing shares will represent approximately 40.0 per cent of the issued share capital of the BVI company following Second Admission, which will be 250,324,368 ordinary shares.
Orca Exploration Group, a public company registered in the British Virgin Islands and focused on natural gas exploration, production, development and marketing, made an announcement that its Board of Directors approved raising of approximately Cdn$19.2 mln before expenses. The transaction will be conducted by way of rights issue. Under the terms of the rights issue, the BVI company will issue maximum of approximately 4,915,687 Class B shares, which makes approximately 18% of Class B Shares currently issued and outstanding.
The subscription price is Cdn$3.90, representing a 11% discount to the closing price of the Class B shares on 14 June, 2010, which was Cdn$4.40.
The completion of the rights issue is not conditional upon Orca Exploration receiving any minimum amount of subscriptions. According to the Chairman and CEO of the BVI company, the capital raised by the rights issue, along with cash coming from expanding Tanzanian operations, will be used to add value through the exploration prospects in the Elsa field offshore Italy and the other offshore Tanzania. The received funds will also strengthen company’s ability to take advantage of additional exploration and development opportunities.
The Canadian gold producer Petaquilla Minerals Ltd. informed about its intention to distribute to its shareholders one share of its BVI-registered wholly-owned subsidiary Petaquilla Infraestructura Ltd. for each four shares of PTQ, held on the record date for the distribution. The distribution of the shares of the BVI company will be effected by the plan of arrangement or some other tax-efficient mechanism. The completion of the transaction is expected in the third quarter of 2009.
Petaquilla Infraestructura Ltd. was incorporated in the British Virgin Islands for overseeing the construction, operation and management of infrastructure facilities needed for the development of the Petaquilla Mining District in Panama. The company is engaged in activities in the field of construction, power, and mining services.
BVI-based PQI has announced a private placement subscription of two million shares at CAD $1.00. After the closing of the private placement, PQI will have 52 million shares issued and outstanding and CAD $2 million in cash.
After closing the private placement and the completion of the arrangement, PTQ will retain between 12% and 23% of the issued shares of PQI; the PTQ shareholders will hold between 47% and 58% of the issued shares of the BVI company. PTQ also announced the sale of 28% of PQI.