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Share Name | Share Symbol | Market | Type |
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Pender Financial Grp. Corp Com Npv | TSXV:PDF | TSX Venture | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
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0.00 | 0.00% | 0 | - |
MagIndustries Corp. ("MagIndustries" or the "Company") (TSX:MAA) is pleased to provide an update on the proposed transaction with China National Complete Plant Import & Export Corporation Limited ("COMPLANT"). On January 29, 2010, MagIndustries and COMPLANT signed a Project Development Framework ("PDF") which outlined the basis of the parties' cooperation on the financing and construction of the MagMinerals Mengo potash project (the "Project"), a 1.2 million tonne per year greenfield potash project in the Republic of Congo. Progress during the last six months has been made in the following respects: 1. A due diligence site visit to the Republic of Congo by COMPLANT in March; 2. A visit to China and COMPLANT by His Excellency Pierre OBA, Republic of Congo Minister of Mines and Geology in April on the invitation of COMPLANT and accompanied by MagIndustries; 3. In depth discussions between COMPLANT and MagIndustries regarding the technical aspects of the Project including reserves and resources, process design, construction plan and financing requirements; 4. Completion of an independent feasibility study by a Chinese technical institute for COMPLANT; 5. Discussions between COMPLANT and Chinese financial institutions regarding Project debt financing; and 6. Advanced discussions between COMPLANT and MagIndustries regarding valuation, transaction structure and related conditions. COMPLANT has agreed that the reasonable ongoing expenses of the Project after July 1, 2010 until the close of the transaction will be accrued and re-paid to MagIndustries at the closing. The PDF included a number of key features which are expected to be retained in the final agreement: 1. Equity ownership: COMPLANT or its nominee to acquire a controlling interest in an entity holding MagIndustries' 90% position in the Project, leaving MagIndustries with a 39.9% interest in the Project and the Republic of Congo intact with 10%. 2. Terms for Debt: COMPLANT is to source the debt required for the project in the form of a secured construction loan repayable over a term of 10 years subject to the final approval of the transaction. 3. EPC Contract: COMPLANT is to be appointed Engineering, Procurement and Construction ("EPC") contractor for the Project and the partners will enter into a definitive EPC contract to build the Project. 4. Project schedule: Onsite activities are expected to start prior to year end, 2010. Following recent meetings COMPLANT and MagIndustries have agreed on material commercial terms and are drafting the Project Development Agreement ("PDA"). The PDA is scheduled to be signed by both parties in Toronto by the end of August 2010, subject to the completion and results of final due diligence and technical evaluation by COMPLANT and receipt of authorizations by the boards of directors of each party. It is anticipated that MagIndustries and COMPLANT will complete the negotiation and signing of all ancillary agreements and obtain all required regulatory approvals by November, 2010. About COMPLANT COMPLANT is a public company with its head office in Beijing, trading on the Shenzhen Stock Exchange under the symbol "000151". Its controlling shareholder is State Development & Investment Corporation ("SDIC"), the largest state-owned investment holding company in China. SDIC has a workforce of more than 60,000 employees and at the end of 2009, the corporation had a registered capital of US$2.7 billion (RMB 18.4 billion) and total assets of US$31 billion (RMB 209.6 billion). China National Complete Plant Import and Export (Group) Corporation (www.complant.com) the parent company of the Complant Group, was established in 1959 to engineer and build complete manufacturing plants within China but principally internationally. As the publicly listed company of the Complant Group, COMPLANT is mainly conducting overseas general contracting and investment activities. COMPLANT has evolved into one of China's most active construction and investment companies with a focus on projects in developing countries. Over their 50 year history they have built more than 1400 plants in Asia, Latin-America and Africa. They have numerous branch offices in Africa where they have built airports, roads, ports, complete mines, energy facilities and plants in every key industry, while evolving their business model from general contractor to investor. For MagIndustries the strategic rationale for the selection of COMPLANT as a project partner was based on the assessment that COMPLANT: -- Is a major Chinese EPC Contractor with an international focus -- Its controlling shareholder, SDIC, is highly experienced in the investment and production of potash -- Its controlling shareholder, SDIC, has built and now runs a large portion of Chinese domestic potash production -- Has access to corporate and investment institutions for investment in potash -- Is very active in Africa and their top executives have personal knowledge of the Republic of Congo -- Is a responsive, business oriented group with public-company experience About MagIndustries Corp. MagIndustries is a Canadian company whose common shares are listed on the TSX and trades in Canadian currency under the symbol "MAA". The Company has 418,342,462 shares outstanding on an undiluted basis. MagIndustries is focused on the development of its potash assets in the Republic of Congo. More information on the Company is available on its website, www.magindustries.com. Except for historical information, this press release contains forward-looking statements, which reflect the Company's current expectation regarding future events. These forward-looking statements involve risks and uncertainties, which may cause actual results to differ materially from those statements. Those risks and uncertainties include, but are not limited to, changing market conditions, and other risks detailed from time-to-time in the Company's ongoing filings. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events in this press release might not occur. Cusip: 55917T 102
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