BVI Company News

On last Monday the government of Pakistan granted two Petroleum Exploration Licences to the Orient Petroleum International Inc (OPII) and Zaver Petroleum Corporation Limited (ZPCL). OPII is a Joint Venture incorporated in the British Virgin Islands and functioning as Operator, and ZPCL is registered under the laws of Pakistan.

The licences were provided over Marwat Block 3170-2 covering an area of 1792.87 sq kms, and Maharvi Block 2972-3, covering an area of  2359.85 sq kms. It is said in a press release that the Marwat Block is located in the NWFP Province (Zone-I), and Maharvi Block ies in Bahawalpur, Bahawalnagar and Vehari in the Punjab Province (Zone II).

The BVI-domiciled Joint Venture is going to invest in both blocks US$4.8 million during initial term of three years. During this initial period, both companies will carry out geological and geophysical studies, 2D seismic acquisitions and drilling of one exploratory well.

Orient Petroleum International Inc. is an oil exploration and production company, which started petroleum exploration business in Pakistan in 1979. The company is producing crude oil/gas/condensate, and LPG from thirteen different fields. Current daily average production from the fields operated by OPII is 101 MMCF of Gas, 1732 barrels of oil/condensate, and 58 MT of LPG.

ZPCL is the private sector Pakistani company, which was incorporated in 1991 and has been actively involved in E&P activities.

The Licences and Petroleum Concession Agreements were signed by Ahmed Waqar, Secretary Petroleum and Natural Resources on behalf of the President Musharraf, Muhammad Naeem Malik, Director General Petroleum Concessions, Anwar Moin, Chief Operating Officer of OPII, and Usman Khattak Chief Operating Officer of ZPCL.

Great Western Diamonds Corp. has reported that it has entered into a Memorandum of Understanding with Santa Elina Mines Corporation, which is incorporated in the British Virgin Islands and acts through its Cyprus Branch, and Peter Marrone of Toronto, to acquire for shares and warrants, a 100% interest in 80 Exploration Permits, totaling approximately 690,000 hectares, and 17 Applications for Exploration, totaling approximately 140,000 hectares, known as the Rondonia Diamond Project. Rondonia is a state in the west central region of Brazil.

Great Western Diamonds will purchase all the shares of a subsidiary of Santa Elina, which is the indirect holder of the property. Under the Memorandum of Understanding, 29,633,333 common shares and 14,111,111 common share purchase warrants will be issued to BVI-based Santa Elina, or its subsidiary, and to Mr. Marrone, to satisfy the purchase price of $13,335,000. Each warrant will be exercisable for the purchase of one share, at a price of $0.60 for 24 months after closing.

Completion of this transaction is subject to a number of conditions, including a concurrent private placement to Santa Elina and Mr. Marrone, which will involve units of GWD, for proceeds of not less than $0.60 for 24 months; the negotiation of definitive agreements, due diligence satisfactory to all parties, TSXV and all other applicable regulatory approvals approval of board and shareholders.

President & CEO of GWD, Brent Jellicoe, has said that GWD will apply its extensive diamond exploration expertise to highly-prospective diamond projects in other geographic areas such as Brazil. Also, GWD welcomes the involvement of Peter Marrone and Santa Elina to expand its exploration opportunities.

Prior work on the Rondonia Diamond Project was conducted by De Beers about 30 years ago, and revealed 12 kimberlites in three separate clusters. Additional exploration work was recently finished by BHP Billiton, under an earn-in agreement with Santa Elina. This included ground and airborne magnetic surveys, hand dug pits and auger drilling with the purpose to acquire small samples for diamond recoveries. Currently the project is at an early stage of exploration, and work remains to be done in assessing the potential of previously identified kimberlites, and in finding new kimberlites.

Great Western Diamonds Corp. is an exploration and mine development company, focusing on several diamond projects; the core project is the 100%-owned Candle Lake Diamond Project in central Saskatchewan.

On January 16, 2007 Dragon International Group has announced entering into a stock purchase agreement with BVI-registered Wellton International Fiber Corp. According to this agreement, Dragon is purchasing 51% of Wellton International Fiber in an all stock transaction.

Wellton International Fiber, which is domiciled in the British Virgin Islands and based in Hong Kong, is an importer of market pulp in China. In 2006, Wellton generated approximately US$18.5 million of revenues, with over US$1 million in net income. Based on the audited net tangible assets of Wellton, Dragon will issue restricted shares of its common stock. The shares will be issued upon completion of auditing at the closing of the deal, which is expected by March 31, 2007. Dragon expects to issue shares not to exceed a value of US 1,500,000.

The chairman and CEO of Dragon International Group, David Wu, has commented, “We feel confident in our ability to merge the Wellton operations into our own and achieve synergies that will enhance both our operations.“

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.

China Northwest Biotech Inc. has announced that it has terminated the acquisition of Xian Chong Yang Sci-Tech Stock Co. (Chong Yang). The decision was taken due to the inability of Chong Yang to transfer assets to its parent company, BVI-domiciled Top Sonic Inc., and with the fact tha China Northwest has not provided financial reports in time.

Michael Dooley, the CEO of China Northwest, has explained the board’s resolution to terminate merger with Chong Yang, “We have exhausted all options to resolve the outstanding issues and have given The Chong Yang Group more than ample time to deliver what was required by the merger agreement. Since Chong Yang didn’t adhere to what was agreed originally in the merger agreement, the company has no choice but to terminate the merger.”

The management of China Northwest considers that at this stage termination of merger agreement with Chong Yang was necessary, to enable other potential business opportunities to move forward. At the moment, the company is in talks for mergers and acquisitions with several potential candidates.

According to a Securities and Exchange Commission filing, UTi Worldwide, based in the British Virgin Islands and providing air and ocean freight forwarding and contract logistics, has sold 10,000 shares of common stock.

The information is provided by the chief financial officer of UTi Worldwide, Lawrence R. Samuels; in a Form 4 filed with the Securities and Exchange Commission he reported about selling the shares last Thursday, for $29.70 a piece. This Form 4 is filed by the insiders to report transactions in their companies’ shares. Open market sales and purchases are to be reported within two business days of the transaction.

It has been recently confirmed that new owners had bought Elland Road, the home stadium of the football team Leeds United. However, the team assures fans that the future of this stadium is in safe hands.

Elland Road, currently the 10th largest football stadium in England, was sold by the club’s previous board experiencing financial difficulties in November 2004 to Manchester businessman Jacob Adler.

Now, the same ground has been sold again to new owners – a British Virgin Islands-based Teak Trading Corporation.

According to United chief executive Shaun Harvey, the change in ownership as regards Elland Road actually took place in excess of 15 months ago. Also, the change of ownership does not have material effect on the football team. Mr. Harvey notes that the club has no concern that the new owner of Elland Road is incorporated and based in the British Virgin Islands as it makes no difference to the club. United chief executive informed that the ownership of Elland Road was noted at the Land Registry and had been on the public record for a considerable period of time.

The largest London-listed online gaming company PartyGaming, based in Gibraltar, has confirmed in the end of December the purchase of gambling web sites from Empire Online Ltd. The BVI-based Empire Online, the owner of gaming brands such as Noble Poker, stated separately that it will receive about $38 million from the sale. The company spokesman has said that the discussions on sale of company’s gaming business and assets are to be continued. Empire has received an offer about a takeover from the poker operator in November 2005.

Before the companies became legal adversaries in a case that was later settled, PartyGaming was Empire’s main customer, incorporated in the British Virgin Islands. PartyGaming is the world’s biggest Internet poker company, which will fund the acquisitions by issuing 115.2 million new shares. It was stated by the company that the purchases probably will increase earnings next year.

Web gambling operators including PartyGaming have stopped taking bets from the US, after the country’s Senate passed the Internet Gambling Enforcement Act at the end of September, that made it criminal to process credit-card payments for the industry, and actually caused an online gambling crisis. This law actually separated companies, including PartyGaming and Empire, from their main revenue sources. Now PartyGaming, as well as other Internet gambling operators, is trying to compensate lost sales following the enactment of this legislation. US gamblers accounted for about 85% of sales in 2005 at PartyGaming and about 65% of Empire’s sales, when the company stopped accepting wagers from American gamblers.

The Empire purchase, which must be approved by the company’s shareholders, will add three casino Web sites as well as Noble Poker. PartyGaming expects the acquisition to contribute earnings before interest, taxes, depreciation and amortization of at least $6 million next year.

After selling its gambling business, the BVI company is planning to use its cash reserves to become an investment company.

A British Virgin Islands-based Partner Success Holdings Ltd. acquired OraLabs Holding Corp., a Parker, Colo.-based maker of oral and lip care products in a reverse takeover.

In accordance to the stock exchange agreement, OraLabs has issued nearly 25.4 million shares of its common stock to Wo Hing Li, sole shareholder of Partner Success, in exchange for all of the outstanding shares of Partner Success. So, this BVI company has become a wholly owned subsidiary of OraLabs Holding Corp.

Under the terms of this transaction, OraLabs Inc. will go on operating as a private company. It will now be owned by Gary Schlatter, the president of OraLabs. OraLabs redeemed more than 3.6 million shares of the company’s common stock held by Mr. Schlatter in exchange for issuing all the shares of OraLabs Inc. held by OraLabs Holding Corp. According to a company release, OraLabs now has about 27 million shares of common stock issued and outstanding.

OraLabs has ceased all of the prior business operations of Partner Success as well as had adopted its business plan. As to the company name, it has been changed to China Precision Steel Inc. The company has started trading on the Nasdaq Capital Market under a new trading symbol CPSL.