VANCOUVER, Jan. 26 /CNW/ - Pacific Cascade Minerals Inc. (the "Company") The Board of Directors of Pacific Cascade Minerals Inc. (TSX-V, PCV) announces that on Friday Jan 22, 2010 it submitted to the TSX-V for approval the finalized and signed agreements with The Biofuel Partnership (BFP), an Australian company, for the formation of a joint venture to be called The Biofuel Partnership International (BFPI). The proposed joint venture and "Change of Business" of PCV are subject to Exchange approval and to shareholder approval, which will be sought at the Company's annual and extraordinary general meeting scheduled for March 12, 2010. At the meeting, the shareholders will also be asked to approve the change of name of PCV to Canada Biofuels International Inc.
The Biofuel Partnership (BFP) was formally established in early 2007 and has invested over $3M in the development of the BioCube(TM) to date, funded largely by private investors and a public listing on the Australian Small Stock Offerings Board. The company remains 80% owned by the directors.
The Biofuel joint venture has been created to take the final step towards commercialization of the BioCube(TM) technology: customer verification trials.
The Joint Venture
Biofuel Partnership International (BFPI) is an Australian company that will be owned 50% by PCV and 50% by BFP. BFPI intends to develop the business of commercializing a portable biofuel processor, the BioCube(TM), that provides low cost, reliable, and environmentally sustainable biodiesel. The partnership is a marriage of capital and financial know-how with technological and category experience that will accelerate the testing, distribution and sales of the BioCube(TM) and lucrative consumables to a large market of ready customers. BFPI has the rights to market the intellectual properties owned by BFP worldwide (excluding Oceania), in perpetuity, under an Exclusive Worldwide License Agreement with BFP.
The vision is for the BioCube(TM) to become the leading community sized biodiesel processor in the world in both sales and brand positioning. Through the BioCube(TM), BFPI intends to provide sustainable wealth creation to empower community and commercial enterprises alike, promote sustainable energy generation, and become a highly profitable enterprise.
Management of the Biofuel Partnership International joint venture is comprised of six individuals, three from PCV and three from The Biofuel Partnership Limited. All are experienced business people with complementary skill sets from diverse business backgrounds. The PCV members of the Management Committee will be Mr. Harold Forzley, President of PCV, Mr. Christopher Reid, and Mr. Stephen Millen (subject to shareholder approval at the AGM/EGM Mr. Millen will join the Board of Directors of PCV). The members of the Management Committee from BFP will be Mr. Laurence Baum, Mr. Sandy Kelly and Mr. Peter Wilken. Further information and biographies of Management Committee are available on the PCV website; www.pacificcascade.ca.
Further, PCV has signed an Engagement Letter with Jordan Capital Markets Inc. (Jordan) for the first round of financing of the Biofuel joint venture. The financing will consist of 17,500,000 units of PCV common stock at a price of $0.10 per share with a 24 month warrant to purchase a further share at $0.20 per share. The funds from this offering will be the first payment of $1,500,000.00 of a total of $5,000,000.00 that PCV has agreed to invest in BFPI, to earn its 50% interest in the joint venture.
Proceeds of the Offering
PCV intends to raise a total of $5M in three separate tranches. The first tranche of $1.5M will be used to complete field testing of the machines and to commission production of commercial models and to establish a distribution net work. These units will be sold to end customers, and to establish the service models. The investment will also be used to increase the legal protection of intellectual and trademark properties, to strengthen the team in key specialist areas such as chemistry, agronomy and operational logistics, to expand our current facility and contribute to overhead over the next phase of development. The next tranche of $2M will be used to accelerate sales, field test subsequent versions of the BioCube(TM) with increased capacity and usage, and to provide working capital. The last tranche will be used to further accelerate sales growth by opening up secondary markets, and developing ancillary product groups.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or the accuracy of this news release.
We seek Safe Harbor.
ON BEHALF OF THE BOARD OF DIRECTORS,
President & CEO
Pacific Cascade Minerals Inc.
This communication to shareholders and the public contains certain forward-looking statements. Actual results may differ materially from those indicated by such statements. All statements, other than statements of historical fact, included herein, including, without limitations statements regarding future production, are forward looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or the accuracy of this release. Forward-looking statements in this release are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Investors are caused that such forward-looking statements involve risks and uncertainties.
SOURCE PACIFIC CASCADE MINERALS INC.
For further information: For further information: Stephen Millen, (604) 685-5851 or Toll Free: (888) 685-5851, Fax: (604) 685-7349, Website: www.pacificcascade.ca, Email: firstname.lastname@example.org