Cacola

Cacola: Terminated negotiations, as long stop date for these negotiations have lapsed: 1) Guizhou Goldmine MOU (non-binding): Proposed acquisition of Gold Depot Investment Limited from Gold Tycoon Limited. 2) Hubei Goldmine MOU (binding): Proposed acquisition of 51% of the equity interest of Yunxi XingQiang Gold. In addition to termination of MOU above, Cacola entered into CSPA for an RTO with Sharp Year Ventures Limited (SYV) to acquire a company to be incorporated (and its subsidiaries, herein defined as “Target Group”), after the completion of the restructuring exercise of SYV. Upon the completion of the restructuring exercise, the target group will have 3 business sectors, 1) livestock breeding, meat processing etc, 2) tourism, 3) property developed Consideration of the deal is Rmb1.32b, where Rmb250m will be by cash, and the balance of Rmb1.07 will be by issuance of new shares to SYV, where SYV will own 70% of the enlarged share base in Cacola. Cacola also intends to carry out pre-RTO fund raising via ELN issuance. The longstop date for this proposed RTO is 31 Mar 15. SYV will also intends to apply for a whitewash waiver. This RTO is a strategy to put Cacola back on profitable track after it has been put on SGX watch list. Cacola also intends to consolidate 60 shares into 1. On a pro forma basis, inclusive of share consolidation, NTA/share is expected to be Rmb1.958, instead of Rmb0.181, assuming the deal was completed 1 Jan’13. Proforma EPS is Rmb0.256 instead of –Rmb0.116. Aside, Cacola’s auditors have issued a qualified opinion on its financials FYDec13, with an emphasis of matter on Cacola’s going concern.