BVI Company News

The Canadian company Dynasty Gaming Inc. has just  announced the details of its intention to acquire all of the issued and outstanding shares of two companies. Both companies, one of which, Junnet Omnimedia Inc., is based in the British Virgin Islands, and the second one is based in Beijing, China, are controlled by Dr. Wilson Cho, resident of Hong Kong and Dr. Dominic Chan, resident of Los Angeles, USA.

The Letter of Intent was signed on 16 October 2007, under its terms Dynasty proposes to acquire all the shares of these two companies from their current owners, in exchange for the issue of  320 mln new Dynasty Gaming shares, based on a price of Cdn $0.25 per share. This reverse takeover (RTO) transaction is based on a valuation of US $50 mln for the BVI company, and US $30 mln for the Chinese company.

Before closing the transaction, Dynasty must first complete a financing for a minimum of US $30 mln, based on a value of $0.25 per Dynasty share. Upon completion of all conditions under this proposed transaction, the issued capital of the Canadian corporation will increase from over 92.3 mln common shares to over 532.3 mln common shares, excluding any additional shares that may result from the exercise of 24.7 million options and warrants.

The BVI-based Junnet is a distributor of online prepaid cards in China, and a marketer of digital products such as software, music, etc. The Chinese company is engaged in the developing and technical support of these types of digital products throughout China. Dynasty Gaming’s business activities concerning online entertainment distribution and game software development will focus mainly on China.

TSX Group Inc. has made an announcement that it has entered into an agreement with a Canadian company Enbridge Inc. and BVI-registered Circuit Technology Ltd. This agreement will grant TSX Group the option to acquire NetThruPut Inc. (NTP), a company jointly owned by these two companies, at a time after March 15, 2009.

The Calgary-based NTP is the leading electronic trading platform and clearing facility for crude oil. TSX Group has paid $9.5 million for the right to acquire NTP from its shareholders at a price between $40 million and $95 million, depending on NTP’s 2008 net earnings.

BVI company will receive the TSX Group shares, issued subject to Toronto Stock Exchange regulatory approval. This agreement also provides Enbridge and Circuit Technology, with the right to sell NTP under the same terms to TSX Group.

NetThruPut Inc. is an independently operated company holding leading positions in Canada in internet-based crude oil trading systems. It is 52% owned by Enbridge Inc. (whose major business is in crude oil transportation), and 48% by Circuit Technology Limited – a private investment company registered in the British Virgin Islands. NTP provides a secure internet-based crude oil trading and clearing platform for customers to transact business anonymously in real-time, with the assurance of guaranteed commodity delivery and payment. The company has also created a liquid marketplace for buying and selling crude oil.

TSX Group operates two national stock exchanges of Canada, – Toronto Stock Exchange and TSX Venture Exchange, - as well as Natural Gas Exchange (NGX), a leading North American exchange for the trading and clearing of natural gas and electricity contracts.

Manufacturing company Deswell Industries, Inc., registered in the British Virgin Islands, has made an announcement about the acquisition of additional 24% interest in Integrated International Limited – the holding company for Deswell’s electronics and metallics subsidiaries. The BVI company already has  76% interest in Integrated, so now it becomes its 100% owner.

Purchase price for the 24% interest makes 632,080 common shares of Deswell and a cash payment in the amount of approximately US$413,578 to the minority shareholders of Integrated.

Deswell Industries will hold its 2007 Annual General Meeting on October 9, 2007 in New York.

The Nevada-incorporated JMG Exploration, Inc. has announced the acquisition of Newco Group, Ltd. - a holding company registered in the British Virgin Islands. This BVI company, in its turn, acquires the majority equity interest in Iris Computers Ltd., one of the leading IT product distributors in India.

JMG, which specializes in exploration of oil and natural gas in the United States and Canada,  is going to sign the definitive share exchange agreement with Newco and its shareholders within the next some days. The end of the share exchange is contingent upon receiving the approval of JMG shareholders. However, no assurance can be given that the share exchange between JMG and BVI-based Newco is completed.

The Board of Directors of JMG has approved providing a $3.0 million loan to Newco for the purpose of obtaining a majority equity interest in Iris Computers. The loan to Newco is expected to be made during the next 10 days. If the acquisition of the BVI company by JMG is not completed by the end of 2007, Newco is obligated to repay the loan by that date.

Jingwei International Investments Ltd., a leading technology services provider in China, announced that it has completed a reverse merger and share exchange with the shareholders of Neoview Holdings Inc., a company registered in the British Virgin Islands and having its main office in Chicago.

According to the share exchange agreement, the Chinese company, which is also incorporated under the law of the BVI, completed a $16.9 million private placement with certain accredited investors. In the share exchange transaction, the newly issued shares of the Neoview Holdings were exchanged for shares held by Jingwei shareholders.

Sign of the agreement was preceded by the negotiations between the two BVI companies, on potential acqusition or business combination. As a result of the current transaction, the shareholders of Jingwei own approximately 87% of Neoview’s shares, and Jingwei becomes a wholly-owned operating subsidiary of Neoview.

Neoview is going to amend its Articles of Incorporation to change its name to Jingwei International Ltd. Neoview will also replace its current management team by the executives of Jingwei and will follow the current business plan of Jingwei.

Jingwei International Investments provides software and data mining services, operates under exclusive licensing and revenue sharing agreements with China Mobile and China Unicom, and having software installations with several additional Chinese telecom companies.

Intra-Asia Entertainment Corporation announced on May 15 that it had entered into a share exchange agreement with the shareholders of Cabowise International Ltd., which is domiciled in the British Virgin Islands. By this share exchange, the company completed a $10 million private placement with certain accredited investors. Intra-Asia Entertainment, which has approximately 147.0 million shares outstanding, issued to the stockholders of Cabowise 81,311,179 shares of its common stock in exchange for all of the issued and outstanding capital stock of Cabowise.

In conjunction with the share exchange, an indirect wholly owned Chinese subsidiary of Intra-Asia Entertainment exercised an option assigned to it by Cabowise, to purchase an 85% interest in Beijing PKU Chinafront High Technology Co.

PKU is a total solutions provider of Geography Information Systems application software and services, based in Beijing, China, and providing its products and services to various industries and segments of the Transportation, Digital City, and Land & Resources departments of the Chinese government. The management team of Intra-Asia Entertainment is led by President and Chief Executive Officer Mr. Shudong Xia, the founder of PKU.