OCEANLAKE REGAINS 100% CONTROL OF OCEANLAKE ASIA PRIVATE LIMITED
08:22 EDT Monday, April 10, 2006
FSC / Press Release
OCEANLAKE REGAINS 100% CONTROL OF OCEANLAKE ASIA PRIVATE LIMITED
Singapore, Toronto, Ontario CANADA, April 10, 2006 /FSC/ - Oceanlake Commerce
Inc. (OLI - TSX Venture), ("OLI" or the "Company") is pleased to announce that
it has entered into a binding agreement (the "Agreement") with Branksome
Associates Limited, BVI (the "Vendor") to reacquire the 60% interest in
OceanLake Asia Private Limited ("OceanLake Asia") that was sold to the Vendor as
a part of a restructuring that the Company completed in April 2005. As a result
of this transaction, the Company will regain 100% control of OceanLake Asia.
Under the Agreement, the Company will pay the Vendor USD $2.48 M (subject to
adjustments) in cash and issue to the Vendor 15,000,000 common shares of the
Company ("Shares") at closing. The entire transaction is subject to shareholder
and regulatory approval and also conditional on the Company completing the
private placement announced on February 7, 2006. The Company expects the
transaction to close immediately following the receipt of all required approvals
and closing of the private placement.
"Regaining 100% control of our Asian subsidiary greatly streamlines our
corporate structure and gives us additional certainty in the roll-out of our
growth strategy to provide e-mail and other value-added wireless services for
the international mobile wireless market", said William Car, President and CEO
of OceanLake Commerce.
In connection with the transaction, the Company has agreed that its OceanLake
Asia subsidiary will retain an executive of the Vendor, as a consultant for a
period of 60 months. A term of this retainer will include payment to him of a
10% finder's fee for any introductions that result in successful business
relationships for the Company or OceanLake Asia. The Company has also agreed to
nominate a nominee of the Vendor as a director at each annual shareholders
meeting of the Company for a period of two (2) years from the closing date.
Regulatory Matters
Following the issuance to the Vendor of the 15,000,000 Shares required under the
Agreement, the Vendor will control approximately 20% of the issued and
outstanding Shares. This in turn will result in the Vendor becoming a "control
person" and, accordingly, the Company is required to seek approval of this
transaction from the TSX Venture Exchange as well as disinterested shareholder
approval at the Company's upcoming annual and special shareholders' meeting.
For more information about OceanLake, please go to www.oceanlake.com
OceanLake Contact Information
William Car CEO
wcar@oceanlake.com
+1416 568 5267
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