BVI Company News

On January 18, 2008, property firm Fil-Estate Land Inc. will issue $12.5 million worth of 5-year convertible bonds that represent the balance of its $25-million bond facility.

Fil-Estate informed the stock exchange that it signed an agreement on the bonds with a professional British Virgin Islands-registered fund Lim Asia Special Situation Master Fund Ltd.

The bonds issued by Fil-Estate can be converted into company shares of stock at a rate of P1.50 per share within 5 years. They carry a coupon rate of 4%, with an intended yield-to-maturity of 14% in case the notes are not converted by holders within 5 years.

According to Fil-Estate, proceeds from the bond issue will be used for funding the development of its projects. The projects to be funded include phases 5 and 6 of Manila Southwoods in Metro Manila; Boracay Villas, Forest Hills in Antipolo City; Sto. Domingo Residential Tower and Thomas Residences in Quezon City; Sta. Barbara Heights in Iloilo province; as well as Newport Hills and Nasugbu Harbortown in Batangas province.

British Virgin Islands-registered Hecta Media reported on October 30 about its plans to float on AIM. It is expected that dealings in the company’s shares will start on November 14, 2007. The company whose purpose is to make broadly distributed investments in vertically targeted, branded domains and niche content web sites, will now focus its efforts on active investment in websites and domains established in the U.K., continental Europe, and the United States.

The BVI company will have a share capital of 165,391,456 Ordinary Shares, with no nominal value yet assigned. It is anticipated that GBP4,673,158 mln will be raised on or immediately before the company will be admitted to the market, and that the company’s market capitalisation will be GBP6,6 mln.

Hecta Media’s general business model is targeted text link internet advertising, when contextually relevant text ads are placed on websites and turned into money using automated programs from Google, Yahoo and Microsoft. The company’s nominated adviser and broker is Beaumont Cornish.

The BVI-based CIC Energy Corporation has reported in the beginning of August about its plans to build a coal-fired power plant and adjacent mine in Botswana – the Mmamabula Energy project. It is estimated at $6.3 billion, and is planned to be the largest private sector infrastructure project in southern Africa.

The company has informed that it has an agreement to raise $65 million in new equity through private placements, which will be used to help financing the Mmamabula Energy Project, located in Botswana.

CIC CEO Greg Kinross has commented that the company is going to sign long-term power purchase agreements with South Africa’s largest electrical utility Eskom Holdings Ltd., and with Botswana Power Corp. He also said that he expects a positive result from the environmental impact review which is completed now.

CIC Energy is a 50% joint venture partner in the first phase of the Mmamabula Energy project with  International Power PLC, British company operating power plants.

The company named Itacare Capital Investments Ltd. and incorporated in the British Virgin Islands reported today (Tuesday, 29 May) about its plans to float on London Stock Exchange AIM (Alternative Investment Market). The company announced its intention to issue common share of $0.01 each at $1.00 per share to raise up to $160 million. BVI Company’s shares dealing are expected to begin tomorrow (May 30). The announcement was made by the BVI company prior to admission.

The company’s nominated adviser and broker is Numis Securities. Investment strategy of Itacare is to provide strong capital growth through investing in high quality residential resort developments in Brazil and abroad. Itacare intends to invest actively in projects at an early development stage.

Company’s investment manager has completed preliminary due diligence and agreed outline terms relating to 11 investments on behalf of the company with capital committed within the next 3-9 months.

NTT DoCoMo Inc. announced that it has signed an agreement with Gobi Fund II L.P., under which it will invest $10 million in the fund.

Gobi Fund II L.P. is a venture capital fund operated by the BVI company Gobi Partners Inc. - a company incorporated in 2002 and having offices in the British Virgin Islands, Beijing, Hong Kong and Shanghai. The BVI company and the Fund are operated by Thomas G. Tsao, Wai Kit Lau and Lawrence Tse.

The Gobi Fund will target venture companies in China working on the convergence of telecommunications, media and technology, within the IT and digital media sectors. The Fund will start investment activities already this month, and will operate for ten years. It is targeting a final close of $120 million.

DoCoMo said that its decision to enter into agreement with the Gobi Fund II was partially prompted by the successful performance of its investment in the Gobi Fund I in December 2003.

Qiao Xing Universal Telephone Inc., one of major manufacturers and developers of telecommunications products in China, announced on April 19 that its major subsidiary, Qiao Xing Mobile Communication Co., Ltd. has publicly filed with the U.S. Securities and Exchange Commission a registration statement on Form F-1, for a proposed initial public offering of ordinary shares on the New York Stock Exchange (“NYSE”). Qiao Xing Mobile Communication Co., Ltd., whose remaining 20% equity interest was acquired by Qiao Xing Universal Telephone Inc. in November 2006, is a company incorporated in the British Virgin Islands and owning a 93.4% equity interest in CEC Telecom, Co., Ltd.

The ordinary shares may not be sold and any offers to buy may not be accepted, because the registration statement on Form F-1 has not yet become effective. The proposed offering will consist of a primary offering by the Company and a secondary offering by the selling shareholders. The proposed price range per ordinary share will range from USD11.00 to USD 13.00.

Gemini Oil & Gas G.P. Limited (Gemini I) has announced the final close of Gemini Oil & Gas Fund II, L.P., which took place on October 31, 2006, raising a total of US$140.275 million.
Alastair Woodrow, a founding partner of Gemini Oil & Gas Advisors LLP, which include fund of funds, endowment funds, family offices and corporate investors from the US, the UK and Europe, has commented, “We are very pleased to have attracted such a broad group of high quality investors - which for some represented their first investment in oil and gas real assets. The significant amount of money raised endorses both the ongoing investment strategy and the team developed for Gemini I.”

Simon Oddie, Co-Founder of Gemini Oil & Gas Advisors LLP, has added, “We are seeing a very strong deal flow on the back of increased exploration and appraisal activity particularly in the North Sea, and Gemini II is ideally suited to capitalise on these and other investment opportunities.”

Gemini I is a closed-ended international oil and gas royalty fund, which was registered in the British Virgin Islands in June 2000, and had its first closing in November 2000. Gemini II is an international oil and gas royalty fund which was established in Jersey, Channel Islands, in June 2005, and had its first closing in July 2005. Gemini II has raised investor commitments of the total amount US$ 140 million, which is a significant increase in size from the BVI-based Gemini I, that raised US$30 million of capital. All of that amount was committed to projects, as Gemini I developed a strategy of acquiring oil and gas fields through provision of investment funds to companies. The BVI-registered fund has completed ten investments in eight countries, and is receiving revenues from nine investments.

It is expected that Gemini II will invest more in the projects in Western Europe, Central and Eastern Europe, North and West Africa. The timing of Fund operations will be eight years, with a four year investment period. The Fund has already made two investments since the close.

EastCoast Energy Corporation has made an announcement that its rights issue was oversubscribed, and gross proceeds of Cdn$21.5 million have been raised for the Company. The Company domiciled in the British Virgin Islands has reported its intention to raise Cdn$21.5 million through a rights issue in November, and the rights issue was closed on November 29, 2006.

Under the terms of the rights issue, each holder of Class B share was entitled to receive one right for one Class B share, at a price of Cdn$ 6.43. Each holder of a Class A share was entitled to receive one right for each Class A Share held and seven rights entitled the holder to subscribe for one Class B Share at a price of Cdn$ 6.43.

Each holder of rights who exercised all of their rights was entitled to subscribe for additional Class B Shares that had not been subscribed and paid for at 12:00 noon on 29 December 2006 (”Additional Subscription Privilege”). The subscription price of Cdn$ 6.43 was a 15% discount to the closing price of the Class B Shares on 7 September 2006.

The Company will issue 3,345,540 Class B Shares, including 27,070 under the Additional Subscription Privilege. This will increase the number of Class B Shares in issue to 25,053,128. The number of outstanding Class A Shares remains the same at 1,751,195.

EastCoast Energy will use these funds mainly for developing its gas assets in Tanzania, and to pursue new options for growth. In the first half of 2007, the Company will drill a development well, for the future gas sales to the power sector.

Equest Investments Bulgaria Ltd., the company domiciled in the British Virgin Islands and quoted in Dublin, is planning to raise £44 million on AIM, to make investments in the Balkans, Turkey and Ukraine. In connection to this, the BVI company plans to change its name to Equest Investments Balkans, after the fund-raising at £12.10p per share.

The stated purpose of Equest Investments is to pursue long-term capital growth through taking share stakes in the companies that are established or operating in Bulgaria, Romania, Slovenia, Albania, Serbia, Croatia, Montenegro, Ukraine and Turkey.

Nominated adviser and broker to Equest Investments is Collin Stewart. The director of the company is Petri Karjalainen, ex- managing director of  Williams de Broe Bankers, and former head of emerging markets for Dutch finance group ING in London. He is also co-founder and joint managing partner of Equest Managing Partners – a London-based group, which was formed five years ago and has offices in Sofia, Bucharest and Belgrade.