LONDON, HAVANA, and MONTREAL, July 12, 2016 /CNW Telbec/ - Cuban specialist investment company Leni Gas Cuba Limited ("Leni Gas Cuba") and Knowlton Capital Inc. ("Knowlton") (TSXV: KWC‑H) are pleased to announce that they today completed the previously-announced reverse take-over of Knowlton by Leni Gas Cuba (the "RTO").
In connection with the RTO, Knowlton's corporate name was changed to LGC Capital Ltd. ("LGC Capital"), so as to reflect the transaction with Leni Gas Cuba, and LGC Capital consolidated its 46,575,500 issued and outstanding common shares on the basis of one common share for every 1.27795529 shares issued and outstanding. At the closing of the RTO, LGC Capital issued an aggregate of 197,599,996 common shares to the shareholders of Leni Gas Cuba in exchange for their shares, on the basis of one LGC Capital share for every 2.5 shares of Leni Gas Cuba. As a result, LGC Capital now owns 100% of the shares of Leni Gas Cuba and there are 234,045,310 common shares of the LGC Capital issued and outstanding, of which 84.43% are held by the former shareholders of Leni Gas Cuba.
Leni Gas Cuba will be delisted from the ISDX Growth Market effective today, July 12, 2016. LGC Capital will be listed on the TSX Venture Exchange as a Tier 2 investment company under the stock symbol "QBA". It is expected that the shares of LGC Capital will commence trading (on a consolidated basis) on the TSX Venture Exchange shortly, on a date to be determined and announced by the TSX Venture Exchange. Until that time, the shares of Knowlton Capital will continue to trade on their current basis under the stock symbol "KWC‑H".
The Board of Directors of LGC Capital is comprised of David Lenigas (Co-Chairman and Chief Executive Officer), Mazen Haddad (Co-Chairman), Anthony Samaha (Chief Financial Officer), Rafi Hazan (Secretary), Guy Charette and Sébastien Bellefleur.
About LGC Capital
LGC Capital is one of the few public listed companies globally whose prime purpose is investing directly in the fast-growth Cuban economy, through its wholly-owned subsidiary Leni Gas Cuba.
Leni Gas Cuba has significant shareholdings in well-established businesses operating in the Cuban travel, events, TV and film production support, Human Resources, Cultural, Import & Export and oil and gas exploration sectors.
Current Leni Gas Cuba investments are as follows:
- 40% of Travelwelcome and inCloud9 Travel Group, a bespoke Cuban travel, events management, TV and film production assistance group.
- 15.8% of MEO Australia Limited ("MEO"), an Australian-listed Cuban oil and gas explorer which owns the large and highly-prospective onshore Block 9 east of Havana. Leni Gas Cuba is MEO's largest single shareholder.
- 15% of Petro Australis Limited, an Australian un-listed Cuban oil and gas explorer which has certain back-in rights to 40% of MEO's Block 9 and is undertaking other oil and gas activities in Cuba.
- 50% of an imports and exports joint venture with Groombridge Trading Corporation, a Cuban-centric trading company.
- 49% of Cuba Professionals Inc, a Cuban talent management and services company.
- 50% interest in the Rushmans Lenigas Cuba Joint Venture for sport.
- Joint venture with Commercial Funded Solar Ltd to assess the potential of installing and operating renewable energy and hybrid power solutions (solar power, energy storage and integrated power management systems) in Cuba.
- A 10% interest in The Cuba Mountain Coffee Company Ltd, a venture aiming to market Cuban coffee.
Notice on forward-looking statements:
This release includes forward-looking statements regarding LGC Capital and its business. Such statements are based on the current expectations and views of future events of the management of LGC Capital, and are based on assumptions and subject to risks and uncertainties. Although the management of LGC Capital believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting LGC Capital, including risks regarding investments in Cuba, market conditions, economic factors, the ability of the management of LGC Capital to manage and to operate the business, and the equity markets generally. No forward-looking statement can be guaranteed. Forward-looking statements speak only as of the date on which they are made and LGC Capital undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Knowlton Capital
For further information: David Lenigas, Co-Chairman and Chief Executive Officer, Anthony Samaha, Chief Financial Officer, LGC Capital Ltd., Tel: +44 (0) 20 7440 0640