Welcome!

News Feed Item

AMG Bioenergy Resources Holdings Ltd. Enters Project Management Agreement

CALGARY, ALBERTA -- (Marketwired) -- 04/01/14 -- AMG Bioenergy Resources Holdings Ltd. (the "Company") (TSX VENTURE:ABG), a Canadian publicly traded company, reports that it has entered into an arm's length project management agreement ("Project Management Agreement") with Mr. Tan Wen Tai of Singapore (the "Stakeholder") dated March 24, 2014 with respect to the development of a resort condominium residences in Hainan island (the "Project") in the People's Republic of China by Hainan Hua Yan Scientific Resources Co. Ltd. (the "Project Company").

The Stakeholder intends to acquire a controlling interest in the Project Company for USD16 million (the "Investment"), and, pursuant to the Project Management Agreement, will rely on the Company as its nominee to not only assist with such acquisition, but to provide various management services related to the Project on behalf of the Stakeholder (the "Management Services"). These include, among other things, accounting and banking services, planning and budgeting services, assisting with obtaining licensing and permits, and quarterly reporting in respect of engineering work. The Company intends to hire a project engineer and a project accountant (the "Hired Employees") to assist with these services, the aggregate annual cost of which is estimated to be USD $66,000 and will be borne by the Company, which will be via shareholders loans if it doesn't otherwise have cash on hand. Management of AMG does not intend to devote more than 30 to 35% of their respective working time to the Management Services.

The term of the Project Management Agreement is 30 months. If by the end of this term the Stakeholder recoups his investment in the Project Company of $16M USD and realizes an average annual return over the term of the Project Management Agreement of 17.5% (via cumulative dividends), the Stakeholder will remunerate the Company for providing the Management Services by transferring to the Company shares in the Project Company representing not less than a 51% ownership interest. After reasonable inquiry including consultation with applicable legal counsel, the Company is not aware of any applicable laws which would impede the transfer of these shares. In the event the Stakeholder does not recoup his investment and realize a 17.5% annual return, then the Company may not receive any remuneration for providing the Management Services.

Aside from the costs associated with the Hired Employees, the Company's working capital requirements to fulfil its obligations under the Project Management Agreement are expected to be nominal. Other than these costs, the Company has no other financial obligations or commitments in respect of the Management Services. The Project Management Agreement provides that all working capital requirements respecting the Project and of the Company, up to USD $2M (which the Company has agreed not to exceed), including those related to the Company's out-of-pocket costs (other than remuneration paid to the Company's own employees, which includes the Hired Employees), will be paid or reimbursed by the Project Company. It will be a condition to advancing the Investment to the Project Company that the Project Company agrees to set aside USD $2M for this purpose, all of which will be managed by the Company as part of the Management Services.

The entering into of the Project Management Agreement is a "Reviewable Transaction" as defined in TSX Venture Exchange Policy 5.3. As a result, the Company will be required to obtain Exchange approval, and it will be required to satisfy numerous other conditions, including, obtaining disinterested shareholder approval. In the event the Company is unable to satisfy these conditions, pursuant to the Management Agreement it is entitled to terminate the agreement without cost or liability. As a result there can be no assurance that the transactions contemplated by the Management Service Agreement will be completed as proposed, or at all.

The Company's shares are anticipated to resume trading on the Exchange on or about April 1, 2014.

About AMG Bioenergy Resources Holdings Ltd.

The Company has been active in research and development of bio-fuel feedstock and biodiesel conversion with the intent of developing a business producing jatropha as a bio-fuel feedstock in the People's Republic of China and other parts of Asia. The Company is also active in the management of its Jatropha and Eucalyptus plantations in the People's Republic of China. This will continue to be the focus of the Company's business notwithstanding the Management Services to be performed by the Company pursuant to the Project Management Agreement.

ON BEHALF OF THE BOARD

Lee Shoong Lim, Managing Director

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.

This news release may contain "forward-looking information" (as defined in applicable Canadian securities legislation). Forward-looking information is based on expectations, estimates and projections, and it addresses future events and conditions. Such information is subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking information. Readers are cautioned not to place undue reliance on forward-looking information, as no assurances can be given as to future results, levels of activity or achievements."

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

Latest Stories
"We've been engaging with a lot of customers including Panasonic, we've been involved with Cisco and now we're working with the U.S. government - the Department of Homeland Security," explained Peter Jung, Chief Product Officer at Pulzze Systems, in this SYS-CON.tv interview at @ThingsExpo, held June 6-8, 2017, at the Javits Center in New York City, NY.
"We're here to tell the world about our cloud-scale infrastructure that we have at Juniper combined with the world-class security that we put into the cloud," explained Lisa Guess, VP of Systems Engineering at Juniper Networks, in this SYS-CON.tv interview at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
"With Digital Experience Monitoring what used to be a simple visit to a web page has exploded into app on phones, data from social media feeds, competitive benchmarking - these are all components that are only available because of some type of digital asset," explained Leo Vasiliou, Director of Web Performance Engineering at Catchpoint Systems, in this SYS-CON.tv interview at DevOps Summit at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
Your homes and cars can be automated and self-serviced. Why can't your storage? From simply asking questions to analyze and troubleshoot your infrastructure, to provisioning storage with snapshots, recovery and replication, your wildest sci-fi dream has come true. In his session at @DevOpsSummit at 20th Cloud Expo, Dan Florea, Director of Product Management at Tintri, provided a ChatOps demo where you can talk to your storage and manage it from anywhere, through Slack and similar services with...
As enterprise cloud becomes the norm, businesses and government programs must address compounded regulatory compliance related to data privacy and information protection. The most recent, Controlled Unclassified Information and the EU’s GDPR have board level implications and companies still struggle with demonstrating due diligence. Developers and DevOps leaders, as part of the pre-planning process and the associated supply chain, could benefit from updating their code libraries and design by in...
"Peak 10 is a hybrid infrastructure provider across the nation. We are in the thick of things when it comes to hybrid IT," explained Michael Fuhrman, Chief Technology Officer at Peak 10, in this SYS-CON.tv interview at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
SYS-CON Events announced today that Calligo, an innovative cloud service provider offering mid-sized companies the highest levels of data privacy and security, has been named "Bronze Sponsor" of SYS-CON's 21st International Cloud Expo ®, which will take place on Oct 31 - Nov 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA. Calligo offers unparalleled application performance guarantees, commercial flexibility and a personalised support service from its globally located cloud plat...
"We are an IT services solution provider and we sell software to support those solutions. Our focus and key areas are around security, enterprise monitoring, and continuous delivery optimization," noted John Balsavage, President of A&I Solutions, in this SYS-CON.tv interview at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
"We were founded in 2003 and the way we were founded was about good backup and good disaster recovery for our clients, and for the last 20 years we've been pretty consistent with that," noted Marc Malafronte, Territory Manager at StorageCraft, in this SYS-CON.tv interview at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
There is a huge demand for responsive, real-time mobile and web experiences, but current architectural patterns do not easily accommodate applications that respond to events in real time. Common solutions using message queues or HTTP long-polling quickly lead to resiliency, scalability and development velocity challenges. In his session at 21st Cloud Expo, Ryland Degnan, a Senior Software Engineer on the Netflix Edge Platform team, will discuss how by leveraging a reactive stream-based protocol,...
"We are focused on SAP running in the clouds, to make this super easy because we believe in the tremendous value of those powerful worlds - SAP and the cloud," explained Frank Stienhans, CTO of Ocean9, Inc., in this SYS-CON.tv interview at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
"DivvyCloud as a company set out to help customers automate solutions to the most common cloud problems," noted Jeremy Snyder, VP of Business Development at DivvyCloud, in this SYS-CON.tv interview at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
"At the keynote this morning we spoke about the value proposition of Nutanix, of having a DevOps culture and a mindset, and the business outcomes of achieving agility and scale, which everybody here is trying to accomplish," noted Mark Lavi, DevOps Solution Architect at Nutanix, in this SYS-CON.tv interview at @DevOpsSummit at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.
DevOps at Cloud Expo, taking place October 31 - November 2, 2017, at the Santa Clara Convention Center in Santa Clara, CA, is co-located with 21st Cloud Expo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world. The widespread success of cloud computing is driving the DevOps revolution in enterprise IT. Now as never before, development teams must communicate and collaborate in a dynamic, 24/7/365 environment. There is no time to w...
"As we've gone out into the public cloud we've seen that over time we may have lost a few things - we've lost control, we've given up cost to a certain extent, and then security, flexibility," explained Steve Conner, VP of Sales at Cloudistics,in this SYS-CON.tv interview at 20th Cloud Expo, held June 6-8, 2017, at the Javits Center in New York City, NY.