TORONTO, March 15 /CNW/ - Dragon Capital Corporation ("Dragon") is
pleased to announce that effective March 14, 2007 it completed the previously
announced indirect acquisition of all of the issued and outstanding securities
of Arehada Mining Corporation ("Arehada") together with a concurrent financing
by way of private placement of $5,000,000 (the "Transaction"). Arehada is
engaged in the exploration, development, extraction and refining of base
metals in Dongwuzhumuqinqi, located in Inner Mongolia, China. The Transaction
constituted the Qualifying Transaction of Dragon for the purposes of Policy
2.4 of the TSX Venture Exchange (the "TSXV").
The common shares of Dragon will commence trading on the Toronto Stock
Exchange under the symbol "AHD" at the opening on Friday, March 16, 2007 at
which time the common shares will be delisted from the TSXV.
Pro Forma Capitalization
Dragon issued an aggregate of 141,832,308 Dragon shares to the Arehada
shareholders and an aggregate of 10,000,000 shares (forming part of the Units
(defined below)) to purchasers in connection with the concurrent private
placement. Following the completion of the Transaction, 161,692,308 shares are
outstanding and 20,772,000 are reserved for issuance. The former Arehada
shareholders own approximately 90.29% of the shares, while former Dragon
shareholders and purchasers under the financing hold approximately 9.71% of
The Transaction was negotiated on an arm's length basis by parties
dealing at arm's length and therefore was not a Non-Arm's Length Qualifying
Transaction under the policies of the Exchange. As a result, no meeting of
Dragon shareholders was required as a condition to the completion of the
Concurrent with the closing of the Transaction, Dragon issued and sold,
through Standard Securities Capital Corporation and PowerOne Capital Markets
Limited, as agents, 10,000,000 units (the "Units") by way of private placement
at a price of $0.50 per Unit (the "Private Placement") for aggregate gross
proceeds of $5,000,000.
Each Unit is comprised of (i) one common share and one common share
purchase warrant (a "Warrant") with each such Warrant entitling the holder
thereof to acquire one share at a price of $1.00 for a period of 24 months
following the closing of the Private Placement.
Board of Directors
The board of directors of Dragon has accepted the resignations of Barry
Polisuk and Lawrence Cyna from the board. Messrs. Zhen Wang and Fan Wang have
joined the board of directors, filling the vacancies created by such
resignations. Going forward, the board of Dragon will consist of the following
Mr. Wang is the Chairman and Chief Executive Officer of the company.
He is currently the Chairman and Chief Executive Officer of
Baiyinhanshan Mining Ltd. based in Nei Mongol, China. In 2003, Mr.
Wang received an MBA from the Beijing University.
Mr. Wang is the President and General Manager of Arehada and since
1998, he has acted as General Manager of Nei Mongol Baiyinhan
Mountain Mining (Group) Corporation in Linxi County. In 2002,
Mr. Wang received his MBA from Peking University in Beijing.
Peter Dimmell's experience in mineral exploration has spanned more
than 30 years. He started with Noranda Mining Corporation in Eastern
Canada in 1969. Seventeen years later, he left the company to work as
an exploration and technical consultant and director/officer with
other mining companies. Guiding on-site operations from exploration
through to production, Mr. Dimmell has been involved in all aspects
of the industry, both in Canada and around the world. He has served
on numerous boards for public companies and professional
organizations and currently holds the title of President for the
Prospectors and Developers Association of Canada. Mr. Dimmell earned
his Bachelor of Science from the University of New Brunswick. Now
living in St. John's he is a professional geoscientist registered
with the Association of Professional Engineers and Geoscientists of
Kak Fung Wong
Mr. Kak Fung Wong has been Vice Chairman and Director of China Youth
Travel Group Investment Corporation since 1998. The Corporation has
investment interests in gold mines, hotels and new technology
companies. From 1996 to 1998, Mr. Wong was Chairman and CEO of
China's Shenzhen Securities Corporation, a fully licensed investment
dealer in China. Under Mr. Wong's leadership, the dealer successfully
led a number of high profile IPO underwritings. From 1992 to 1998,
Mr. Wong was president of Huaneng Finance Corporation, a subsidiary
of Huaneng Power International (NYSE listed). Mr. Wong has served on
the boards of numerous public companies that are listed on China's
Shanghai and Shenzhen Stock Exchanges. Mr. Wong received a Masters
Degree in International Finance from the Graduate School of Money and
Banking, People's Bank of China in Beijing.
Business of Arehada
Arehada is engaged in the exploration, development, extraction and
refining of base metals in Dongwuzhumuqinqi, located in Inner Mongolia, China.
The ore being mined by Arehada is predominately zinc, lead, silver and indium.
Arehada then processes the ore through its processing plant to produce zinc
concentrate and lead concentrate, which is then sold to smelters in China.
Arehada is currently constructing a zinc smelter with a designed
processing capacity of 100,000 tons per annum. The first phase of 50,000 tons
per annum is currently under construction with an initial test run to commence
in the second quarter of 2007.
Further information regarding the Transaction may be found in Dragon's
filing statement on SEDAR at www.sedar.com.
Neither the TSXV or the TSX has in any way passed upon the merits of this
press release and has neither approved nor disapproved the contents of
this press release.
For further information:
For further information: Oliver Xing, Chief Financial Officer, Dragon
Capital Corporation, (416) 510-2991