Tuesday, February 22, 2011

U.S. pharmaceutical company entered into merger agreement with subsidiary of the BVI corporation

On February 21, 2011, Detroit-based company developing generic pharmaceuticals Caraco Pharmaceutical Laboratories, Ltd. announced that it entered into a merger agreement with Sun Pharma Global, Inc., a wholly-owned subsidiary of the British Virgin Islands-registered company Sun Pharmaceutical Industries Limited and a newly-formed indirect wholly-owned subsidiary of Sun Pharma incorporated in Michigan, USA. Under the terms of the merger agreement, all shareholders of Caraco other than Sun Pharma and Sun Global will receive a cash payment of US$5.25 per share upon closing the transaction. The BVI company and its wholly-owned subsidiary collectively own 75.8% of Caraco common stock.

Earlier, Sun Pharma and Sun Global had proposed a ”going private” transaction by which Sun Pharma, Sun Global and/or one or more of their affiliates would acquire all of the outstanding shares of Caraco common stock not held by Sun Pharma and Sun Global, for a per share consideration of US$4.75 cash.

Upon completion of the transaction, Caraco will become a privately held company and its common stock will no longer be traded on the NYSE Amex.

Monday, February 7, 2011

Foxpoint Capital announced an update on the proposed Qualifying Transaction with BVI company

A capital pool company Foxpoint Capital Corp. announced that it has entered into an amendment to the non-binding letter of intent signed on November 8, 2010 between Foxpoint and Touchstone Investment Holdings Limited, incorporated under the law of the British Virgin Islands. The amendment extends the term of the letter of intent to April 30, 2011.

The parties to the agreement are progressing the final structuring and execution of a definitive business combination agreement for the transaction which will be structured as a merger between Touchstone and a wholly-onwed subsidiary of Foxpoint. The proposed merger will constitute the Qualifying Transaction.

The BVI company is the 100% indirect owner of the Rio Pescado gold property located in Colombia.

Wednesday, February 2, 2011

Canada Pacific Capital enters into agreement with BVI-registered corporation

On January 20, a capital pool company Canada Pacific Capital Corp. has entered into a letter of intent, pursuant to which it proposes to acquire all of the issued and outstanding securities of China Freeze-Dry Inc., incorporated under the law of the British Virgin Islands. The BVI company is the indirect owner of China-based company Linyi Shenhe Foodstuff Co., Ltd. Canada Pacific intends for the acquisition of Linyi through the target to constitute its qualifying transaction.

The target is a British Virgin Islands corporation, which is the 100% direct owner of Hong Kong-based Supertown Trading Company Limited (HK). This company, in its turn, is the 100% direct owner of Linyi.

Pursuant to the terms of the letter of intent, Canada Pacific agreed to consolidate, prior to completion of its proposed qualifying transaction, its shares, broker warrants, and options on a 10:1 basis. Currently, the Corporation has 11,600,000 shares, 800,000 broker warrants, and 1,160,000 options outstanding. Post-consolidation, Canada Pacific will have 1,160,000 common shares, 80,000 broker warrants, and 116,000 options outstanding.

Subject to certain terms and conditions, the Corporation intends to acquire all of the 45,000 issued and outstanding common shares of the Target in consideration for a total of 90,251,562 post-consolidation common shares of the Corporation, at a deemed price of US$1.50 per share for a total purchase price of US$135,377,343 representing five times the average operating cash flow of Linyi as indicated in its audited June 30, 2010, 2009 and 2008 financial statements.

The company and Linyi will use best efforts to complete a brokered or non-brokered private placement (or a combination of both) financing on a best effort basis, of up to Cdn$30,000,000 by issuing up to 9,972 additional Target shares with the price of not less than Cdn$3,008.39 per Target share. Up to 9,972 target shares will be exchanged for up to 20,000,000 post-consolidation shares of the Corporation.