CanAsia Financial Inc.

November 29, 2010 16:10 ET

CanAsia Financial Inc. Completes Qualifying Transaction With Mondeo Development Group Ltd.

CALGARY, ALBERTA--(Marketwire - Nov. 29, 2010) - CanAsia Financial Inc. ("CanAsia" or the "Company") (TSX VENTURE:CNA.P) is pleased to announce that further to the press release of the Company dated June 8, 2010, the Company has completed its previously announced Qualifying Transaction with Mr. Cheng Chak-Sun Jacky ("Cheng"), a Hong Kong SAR resident and Mondeo Development Group Ltd. ("Mondeo"), a company incorporated under the laws of the British Virgin Islands, to purchase all of the issued and outstanding securities of Mondeo and its subsidiaries (the "Transaction").

Pursuant to the share exchange agreement (the "Share Exchange Agreement") dated effective May 15, 2010, as amended by an amending agreement dated September 16, 2010 between CanAsia, Cheng, Mondeo, Pacific Optical Technologies Limited ("Pacific Optical") and Pacific Optical Technologies (Shenzhen) Ltd. ("Pacific Shenzhen"), CanAsia acquired all of the issued and outstanding securities of Mondeo and its subsidiaries in consideration for (i) cash in the amount of $25,000; (ii) the issuance of 36 million common shares of the Company at a deemed price of $0.10 per share; and (iii) the issuance of 29 million Series B convertible preferred shares of the Company at a deemed price of $0.10 per share for an aggregate consideration of $6,525,000.

Following completion of the Transaction, Mondeo will be a wholly owned subsidiary of CanAsia, Pacific Optical will be a wholly-owned subsidiary of Mondeo and Pacific Shenzhen will be a wholly-owned subsidiary of Pacific Optical.

The Company retained Leede Financial Markets Inc. ("Leede") as its sponsor in connection with the Transaction. Leede was paid a sponsorship and engagement fee and will be reimbursed for its expenses, including legal expenses, in connection with providing a sponsorship report.

CanAsia is a capital pool company and the Transaction constitutes the Qualifying Transaction of CanAsia pursuant to Policy 2.4 of the TSX Venture Exchange Inc. ("TSX Venture").

Mondeo is engaged in designing, manufacturing and distributing optical modules to mobile device makers in China. Currently there are two predominant digital camera sensor technologies, Charge-coupled Devices (CCD) and Complementary Metal–oxide–semiconductors (CMOS). Within CMOS sensor type, there are three main types of construction, Chip Support Package (CSP), Chip on Board (COB) and Chip on Flex (COF). COF is the latest generation using flexible substrate. Mondeo focuses its business in COB and COF, and it has an in-house Class-100 Clean Room facility required for COB and COF production. It also has established relationships with key mobile phone manufacturers and suppliers in China. Mondeo sells directly to customers and has not appointed distributors or agents anywhere.

The engineers at Mondeo have developed know-how and technologies for designing optical modules in use by most mobile phone and portable devices.

Mondeo has approximately 135 employees, of which five are production engineers, three are R&D engineers, five are in sales, seven are administrative and the remainder are in manufacturing.

In connection with the completion of the Transaction, Mr. Cheng was appointed as a director and President and Chief Executive Officer of the Company. The board of directors of CanAsia consists of James G. Louie, Barry Pearson, Donald Snyder, Jay Leung and Jacky Cheng and the officers are Jacky Cheng, President and Chief Executive Officer, James G. Louie, Vice President and Barry Pearson, Secretary and Chief Financial Officer. The backgrounds of these individuals are as follows.

Jacky Cheng, Director, President and Chief Executive Officer

Jacky Cheng is Chief Executive Officer, Chief Financial Officer and a Director of Mondeo. He is a founder and CEO of Pacific Optical Technologies Ltd. (2007). He is also a founder and CEO of Design Image (HK) Ltd. (2001), an official vendor to WalMart, Walgreen, CVS, OfficeMax and Office Depot; and founder and Managing Director of Kai Yuen Development (HK) Co. (1995), a manufacturer of a wide range of electronic products. He has an extensive business network, management experience in tech manufacturing and export and outsourcing businesses. Mr. Cheng attended the University of Southern Queensland, Toowoomba, Australia between 1991-1994. He is a resident of Hong Kong SAR.

James G. Louie, Director and Vice President

James G. Louie of Calgary, Alberta is the President of Dynamax Engineering Ltd., a company that offers oil and gas engineering services, a role he has held since 1976. He was a Director of Torch River Resources Ltd. (TSXV) and previously Tael Capital Inc. (TSXV), a capital pool company, from July 1999 until its amalgamation with Torch River Resources Ltd. in April 2004. Mr. Louie obtained a P.Eng certification from the Association of Professional Engineers, Geologists, and Geoscientists of Alberta in May 1971. Mr. Louie was granted a Bachelor of Science Degree in Chemical Engineering from the University of Calgary in May 1969 and obtained a graduate diploma from the University of Calgary in November 1978.

Barry Pearson, Director, Secretary and Chief Financial Officer

Barry Pearson of Calgary, Alberta is the President of Original Approach Inc., a firm offering consulting services to small and large corporations. He is also the Chief Financial Officer, General Manager and Secretary of the Board of Torch River Resources Ltd. (TSXV). Mr. Pearson is a Director of Military International Limited (NEX). From 1989 to 1996 Mr. Pearson worked as a financial controller at Medis Health & Pharmaceuticals, subsequently renamed McKesson Corporation. Prior thereto Mr. Pearson was the Internal Audit Manager of Provigo Inc.'s Western Canada and Western US operations. Mr. Pearson is a Certified Management Accountant, a designation he received in 1977.

Donald Snyder, Director

Donald Snyder of Calgary, Alberta is currently the Chairman and a Director of Torch River Resources Ltd. (TSXV), a position he has held since April 2003. He held a Director position in BXL Energy Ltd. (TSX), from June 1996 until May 2001. Mr. Snyder has been chairman of Brymore Energy Ltd. since its inception in 1986. Brymore Energy Ltd. was an energy marketer that carried on the business of buying, transporting and selling natural gas, crude oil and sulphur to customers throughout Canada and the United States. Brymore ceased active operations in 1997. In June 1963 Mr. Snyder received a P.Eng certification from the Association of Professional Engineers, Geologists, and Geoscientists of Alberta. Mr. Snyder attended the University of Alberta where he was granted a Bachelor of Science Degree in Civil Engineering in May 1961.

Jay Leung, Director

Jay Leung resides in Hong Kong where he is the president of IMC Capital Corporation, a private investment management company specializing in direct and secondary equity investment in Asia. Prior to this, Mr. Leung was a Partner at Inter-Asia Venture Management Ltd. from September 1999 to June 2003. Mr. Leung was the founding President and Director of Tael Capital Inc. (TSXV), a position he held from July 1999 until December 2001. From September 1994 to June 2000 Mr. Leung was the President of Imperial Mercantile Corporations, an advisory company specializing in trade and investment in Asia. Mr. Leung was an Executive at Richardson Greenshields of Canada Limited from August 1985 to January 1990. Mr. Leung holds a Bachelor of Business Management with a major in Marketing and a Bachelor of Arts in Economics, both granted from the University of Lethbridge of Alberta, Canada in August 1983.

The completion of the Transaction has received conditional acceptance of the TSX Venture and is subject to its final acceptance, which CanAsia expects to receive after completion of its required filings, which filings are anticipated to be made within the next 10 days. It is expected that following completion of the Transaction, CanAsia will be classified a Tier 1 Technology Issuer on the TSX Venture.

Investors are cautioned that, except as disclosed in the Prospectus of CanAsia dated November 10, 2010, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of CanAsia should be considered highly speculative.

The TSX Venture Exchange Inc. nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • CanAsia
    James G. Louie
    President and Chief Executive Officer
    (403) 870-7383
    (403) 242-7479 (FAX)