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Gold Fields in option for 340 million dollar Philippine deal

South Africa’s Gold Fields said Monday it had reached a deal for an option to buy a 60 percent stake in an undeveloped gold and copper deposit in the Philippines for 340 million dollars (260 million euros).

The South African company, of the world’s largest gold producers, said the deal gives it an 18-month option on the Far Southeast deposit in the northern part of Luzon, the largest island in the Philippines.

The deal with Philippines-listed Lepanto Consolidated Mining and Liberty Express Assets will give Gold Fields time to drill to study the feasibility of mining there, the company said in a statement.

Gold Fields will pay 10 million dollars to Lepanto and 44 million dollars to Liberty Express Assets as a non-refundable down payment, it said.

If it decides to buy the 60 percent stake, another 66 million dollars will be paid to Liberty and then 220 million dollars will be payable when the option period ends.

“This transaction provides Gold Fields with a unique and exciting opportunity to gain exposure to what will undoubtedly prove to be a world-class deposit,” said Nick Holland, chief executive of the Johannesburg company.

If you are a Philippines or South African company looking to go public, contact info@FSELISTINGS.COM today.

If you are looking for investment opportunities in Philippines listed companies or pre-IPO firms, contact info@fselistings.com and explain to us your interests. We have several firms, from Seaweed, IT, Iron Ore, Mining, etc, to review.

We have recently listed a firm with a 500 million euro market capitalization. We know how to work with firms like yours!

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Philippine budget airline Cebu Pacific to go public

Philippine budget carrier Cebu Pacific is aiming to raise up to 725 million dollars to buy new aircraft when it lists almost a third of its shares next month, the country’s stock exchange said Friday.

The airline’s holding company, conglomerate JG Summit Holdings, has applied to sell about 32.19 billion pesos (725 million dollars), or 31 percent, worth of its shares from October 8.

It added that 70 percent of those shares have been put aside for sale in the United States as it prepares for a roadshow at the end of this month, while the rest is to be offered to local investors.

Cebu Pacific, a no-frills carrier that began flying in 1996, is aiming to raise funds for new aircraft over the next two years.

The airline planned to publicly list in 2008, but the global financial crisis forced it to temporarily shelve the idea.

Parent JG Summit Holdings is controlled by Chinese-Filipino John Gokongwei, whose family is one the country’s 40 richest, according to Forbes magazine.

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If you are a Philippines company looking to go public, contact info@FSELISTINGS.COM today.

If you are looking for investment opportunities in Philippines listed companies or pre-IPO firms, contact info@fselistings.com and explain to us your interests. We have several firms, from Seaweed, IT, Iron Ore, Mining, etc, to review.

We have recently listed a firm with a 500 million euro market capitalization. We know how to work with firms like yours!

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Philippines Companies Like to List On The OTCBB, Than List Through Us

The OTCBB has had over 18 listings thus far for September and it is only September 20th 2010. Listings have been consistent over 2010, and the recent number of OTC Listings suggests that it is a good time to begin preparing for a listing on the OTCBB. You may be looking for an OTCBB shell for sale, or an OTC Pinksheet shell for sale which you can send your requests and interests to our website, but the real reason we are writing to the market is to remind you that OTC Listings is one of the leading consortiums for listing companies on the OTCBB.

Building an OTCBB company takes the skill to be able to write a comprehensive S1 with competent legal and accounting advisors to ensure the steady pace of answering comments and completing the Form 211 filing and approval.

The process starts with building a NASDAQ ready company, which is simply put:

–          Incorporate the company

–          File bylaws and articles

–          Obtain material agreements and assets

–          Write the S1

–          File the S1 with Lawyer and Audited Financials

This is known as step one of the process. The total cost including Legal work, Auditor, SEC filing, Comments, and any filing or amendment work entailed. This can be broken down for you invoice by invoice so that it is clear the money pays specifically for services delivered.

The Process Of Going Public

The Going Public Process on the OTCBB entails engaging the transfer agent, attracting 30+ investors who subscribe to the S1 registration, engaging the market maker, and filing the Form 211 with FINRA. This is known as step 2 within the going public process. This stage costs an additional $15,000 which covers all of the aforementioned services and connections made. It also includes the legal with regards to FINRA questions and amendments based upon their requirements of further disclosure. Upon acceptance by FINRA, a trading symbol is granted and the company is public.

DTC Eligibility

The third and final process that most companies and clients would like to have is the DTC eligibility. One of your 30 plus shareholders will need to deposit their shares within the US, and apply through the transfer agent and related service providers affiliated with DTC for eligibility to trade the shares. This is a relatively easy and painless process that is more of a formality. The process does involve more than what was simply explained above, but it’s not very difficult but the back log in DTC can take up to 2 months to get eligible.

At OTCListings.com we have developed a series of questions and forms that we walk clients through to effectively and quickly write an S1. The process is our consulting fee, in addition, we have a second stage process for filing the 15c211 which ensures few comments and covers all aspects of the business in question.

Our legal team is within the top 15 lawyers within the United States for IPOs in 2009, and as far as our PCAOB registered Auditor, we have a great team of companies to work with who charge a flat rate for the S1.

In general, the estimated costs for going public include:

Legal fees

PCAOB Registered Auditor

S1 Consultant and 15c211 consultant

filing fees for S1 and related material filings

 incorporation with the guidance of legal specialized in IPOs

Transfer Agent

Market Maker due diligence consultant

Market Marker, as the due diligence is completed the 15 c211 is filed

filing fees related to 15c211 and amendments and changes

There are some cases that are more complicated than others, however, we have a strong team and we manage the costs closely.

We work in the most honest fashion possible, everything goes into a lawyers trust account, and the funds are only removed when invoiced for services delivered. Therefore, nothing extra is ever added and there is no huge windfalls for us as consultants accept for a success fee, we are providing a service and hope to gain additional referrals from our good work. We can refer symbols and filings to show the work done and success of our team upon request of serious clients. Our straight forward approach is clearly acceptable and to the standard of the industry, who’s rules we follow with precision.

If you are interested, I can have a consultant who writes the S1s call and begin a qualifying process, also, we highly recommend if you are thinking of going public that we incorporate your company for you with articles and bylaws vetted by our legal team sooner than later.

Contact info@otclistings.com or http://www.otclistings.com

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The Time Is Now For Philippines Companies To List On The Frankfurt Stock Exchange

It is true that in February listing by introduction was suspended and many suspended listings on the PSE has lead companies to look to other markets to list their assets. For the most part, the Frankfurt Stock Exchange is the easiest and largest exchange available to the Philippines market as an alternative.

Now is the right time to list on the Frankfurt Stock Exchange indicates the Deutsche Börse IPO Indicator which Shows Increase in Issuing Activity More IPOs expected

Based on global surveys and research FSE Listings Inc compiled data over the last 3 months suggesting IPOs would increase based on the Private Equity Market as disclosed in our last post. IPOs increasing on the Frankfurt Stock Exchange is further supported by the Deutsche Börse themselves who recently published the IPO indicator for the 3rd quarter of 2010 mid-August.

Assumptions from the indicator point to volatility going back down, in connection with rising share prices in IPOs, it appears the environment for IPOs is improving.

The IPO indicator, which is published each quarter, is an important measuring instrument for companies seeking capital that aim to go public and that are looking for the right moment to enter the capital market. The indicator is compiled from surveys of market participants and calculations by the Technical University in Munich using Deutsche Börse trading data.

“If you take a closer look at the results of the survey, the fact that issuer sentiment has improved much more than that of other market participants particularly stands out. This development is primarily due to the upward movement in the valuation level. That, in conjunction with falling volatility could form a good basis for increasing issuance momentum,” said Professor Christoph Kaserer from the Technical University in Munich.

Based on the statements of the Deutsche Börse IPO indicator, it appears the IPO climate within Germany and the Frankfurt Stock Exchange, as well as Europe, is increasing and revealing the right moment to enter the capital market could be now or in the very near future. If you would like to prepare for listing on the Frankfurt Stock Exchange, then you should contact FSE Listings Inc, info@fselistings.com.

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Philippines Stock Exchange Listings

The Philippines Stock Exchange has 3 tiers of which companies can apply for listing on the Philippines Stock Exchange:

First Board

Basic Guidelines

A track record of profitable operations for three (3) full fiscal years; or

  1. A market capitalization of P500 m, provided that it has a five-year operating history; or
  2. Net tangible assets of P500 m, provided that it has a five-year operating history.

Track Record Requirements

A company must have a cumulative consolidated pre-tax profit of at least at least P50 Million and a minimum pre-tax profit of P10 Million for each of the three (3) full fiscal years immediately preceding the application for listing. For purposes of this rule, pre-tax profit shall not include non-recurring and extraordinary income, nor shall it be reduced by non-recurring and extraordinary loss. The applicant must further be engaged in materially the same businesses and must have a proven track record of management throughout the last three (3) years prior to the filing of the application.

Exceptions to the 3 year track record rule:

 

  1. The applicant company has been operating for at least Ten (10) years prior to the filing of the application. The applicant company shall have a cumulative pre-tax profit of at least P50 Million, excluding non-recurring and extraordinary income and/or loss, for the last Three (3) fiscal years immediately preceding the application for listing. No net operating loss must have been registered in the fiscal year immediately preceding the filing of the application;
  2. The applicant company is a newly formed holding company which uses the operational track record of its subsidiary(ies). The company, however, is prohibited from divesting its shareholdings in the said subsidiary(ies) for a period of three (3) years from the listing of its securities. The prohibition shall not apply if a divestment plan is approved by majority of the applicant company’s stockholders.

Numerical Criteria

Authorized Capital Stock-
   Minimum-
   P400,000,000.00

Subscription & Paid-up-
   Minimum-
   P100,000,000.00

Operating History

For a track record of profitable operations- At least three (3) full fiscal years prior to the filing of the listing application if with track record
For a market capitalization or net tangible assets of P500M – at least five (5) years.

Second Board

Basic Guidelines

  1. The applicant company must demonstrate its potential for superior growth to the Exchange;
  2. It must have an operating history of at least one (1) year prior to its listing; and
  3. At listing, the market capitalization of the company must be at least P250 m.

Track Record Requirements

None, but must demonstrate a potential for superior growth, through the submission of Statement of Active Business Pursuits and Objectives.

Numerical Criteria

Authorized Capital Stock-
   Minimum-
   P 100,000,000.00

Subscription & Paid-up-
   Minimum-
   P 25,000,000.00

Condition on Paid-up: at least 75% of the paid-up must have already been disbursed to the project, venture or business referred to in the business plan

Operating History

At least one (1) year prior to listing.

SME Board

Basic Guidelines

The applicant company shall be evaluated based on the following:

  1. The integrity and capability of the company’s management and its controlling stockholders;
  2. The company’s prospects of further growth and profitability;
  3. The viability of the business and sustainability of the projected earning stream; and
  1. The company’s lack of existing material conflicts of interest.

Track Record Requirements

The applicant company should have been operational for at least one (1) year with positive net operating income (income before interest, taxes, depreciation and amortization-EBITDA) during the last financial year.

Numerical Criteria

Authorized Capital Stock-
   Minimum-
   P 20,000,000.00
   Maximum-
   P 100,000,000.00

Subscription & Paid-up-
   Minimum-
   25% of the ACS

* The applicant company should have net tangible assets of at least Five Million Pesos (P 5,000,000.00). The net tangible assets requirement is not applicable to information technology companies.

Operating History

At least one (1) year from filing