TORONTO, Aug. 7 /CNW/ - Asia Now Resources Corp. ("Asia Now") (TSXV: NOW)
is pleased to announce that it has completed a non-brokered private placement
financing with China Gold Pte. Ltd. ("China Gold"), a subsidiary of Lippo
China Resources Limited, a company whose shares are listed on The Stock
Exchange of Hong Kong Limited and is mainly engaged in investment holding,
retail business as well as property development and investment. Asia Now has
issued 13,029,908 common shares at $0.44 per share for gross proceeds of
$5,733,160. As a result of the private placement, China Gold has acquired
19.99% of Asia Now's issued and outstanding common shares. The common shares
issued pursuant to the private placement are subject to a statutory hold
period which expires on December 8, 2008.
It is the mutual intention of Asia Now and China Gold that China Gold
will subscribe for further shares of Asia Now.
"We are very pleased that Lippo Group has shown a high-level of
confidence in Asia Now's team," said Dr. Kaihui Yang, "With Lippo's financial
strength and its extensive experience and relationships in China, Asia Now is
positioned to consider additional opportunities, including producing assets,
to take Asia Now to the next stage of fast growth."
As a condition of the private placement, Asia Now has entered into a
letter agreement with China Gold which provides that for so long as the
collective shareholding of China Gold or its affiliates does not fall below
15% of the issued and outstanding common shares of Asia Now (on a non-diluted
basis) China Gold: (i) has the right to nominate for election two qualified
directors to the Asia Now Board of Directors; and (ii) has the right of first
refusal to participate in all equity offerings by Asia Now (including debt
offerings with rights to equity) to acquire such number of shares as
determined by China Gold provided that its aggregate equity interest will not
exceed 38% of the then issued and outstanding common shares of Asia Now (on a
non diluted basis) immediately following the closing of such equity offering;
and (iii) has approval rights over subsequent investments contemplated by Asia
Now which constitute in excess of 10% of Asia Now's 90-day weighted average
market capitalization immediately preceding the date of such investment.
If China Gold acquires 38% or more of the issued and outstanding common
shares of Asia Now (on a non diluted basis), China Gold will have a
pre-emptive right in respect of any equity offering by Asia Now in order to
maintain its pro rata ownership in Asia Now from time to time.
The proceeds of the private placement will be used for current
exploration projects in China and for general corporate purposes.
About Asia Now Resources:
Asia Now Resources Corp is a mineral exploration company active in China
since 2002. The Company has established offices, joint ventures and a
significant network with Chinese partners. Current projects include copper,
gold and silver at three major projects, with drilling underway at two of
these. Under the leadership of an experienced management team, the Company has
a sound balance sheet to take exploration into the next phase. For more
information, please visit www.asianow.ca.
About China Gold Pte. Ltd.:
China Gold Pte. Ltd. is a subsidiary of Lippo China Resources Limited
("LCR") (stock code: 156), a member of Lippo Group and a company listed on The
Stock Exchange of Hong Kong Limited, with consolidated net asset value
attributable to equity holders of approximately HK$3.6 billion as at 31st
December, 2007. The principal activity of LCR is investment holding, retail
business as well as property development and investment. For more information
about LCR, please visit www.lcr.com.hk.
The TSX Venture Exchange has not reviewed and does not accept
responsibility for this news release.
This Press Release contains certain forward-looking statements. We have
tried, whenever possible, to identify these forward-looking statements using
words such as "anticipates," "believes," "estimates," "expects," "plans,"
"intends," "potential" and similar expressions. These statements reflect our
current belief and are based upon currently available information.
Accordingly, such forward-looking statements involve known and unknown risks,
uncertainties and other factors which could cause the Company's actual
results, performance or achievements to differ materially from those expressed
in or implied by such statements. We undertake no obligation to update or
advise in the event of any change, addition, or alteration to the information
catered in this Press Release including such forward-looking statements,
unless otherwise required under applicable law.
For further information:
For further information: Kaihui Yang, President, or Christina Wilton,
Corporate Secretary, Asia Now Resources Corp., (416) 364-7281,
firstname.lastname@example.org, www.asianow.ca; Investor Relations: Peter Weichler, Jeff
Walker, The Howard Group Inc., Toll Free: 1-888-221-0915,