Maple Leaf Reforestation Inc.
TSX VENTURE : MPE

February 06, 2012 09:00 ET

Maple Leaf Enters Joint Venture for Germinating Pot Production Facility-Unit Private Placement-Shares for Past Services-Corporate Secretary Change

CALGARY, ALBERTA--(Marketwire - Feb. 6, 2012) -

Germinating Pot Production Facility Joint Venture

Maple Leaf Reforestation Inc. ("Maple Leaf") (TSX VENTURE:MPE) is pleased to announce that it has entered a joint-venture with a Hong Kong based private company for the set up of a germinating pot production facility at Maple Leaf's Greenhouse location in Inner Mongolia (the "JV"). The JV is significant to Maple Leaf's Greenhouse operation because it will provide a versatile and reliable source of germinating pots, which are required for all of Maple Leaf's planting at its Greenhouse, will eliminate the need for Maple Leaf to purchase pots from third party vendors at substantially higher prices and will also provide access to a variety of germinating pots. Maple Leaf anticipates that the JV will reduce its pot cost by approximately 60% and will ensure a readily available and versatile source of pots.

Maple Leaf's Hong Kong JV partner will be funding all of the costs associated with setting up the production facility with machinery and for securing all required raw materials. Maple Leaf will have first access to all pots produced by the JV and will pay its JV partner 0.05 Rmb (approximately $0.01 Cdn) royalty per pot purchased and used by Maple Leaf during the first three years of production. After the three year period, Maple Leaf will have an option to purchase the manufacturing facility back from the JV at market price and thus cancel the royalty payment arrangement.

The germinating pots produced through the JV will use a Canadian technology introduced by Maple Leaf as well as new techniques discovered by Maple Leaf during its many years operating in China. The JV will create its own brand of germinating pot to be called the "WOODLY" pot, and a brand name will be secured solely for Maple Leaf. Maple Leaf will also market the WOODLY pot throughout China to other industry sectors besides forestry, such as horticulture and vegetable and herb farming. The combined demand of germinating pots in these industries in China is extremely significant. Maple Leaf and its JV partner will share the profit from these external sales 50/50. The WOODLY pot manufacturing facility is anticipated to become operational in April 2012 and Maple Leaf and its JV partner are in the process of engaging several marketing agents in different regions of China to promote and sell its WOODLY pots. Maple Leaf's JV partner will also be covering all of the costs associated with setting up agents and marketing & sales platforms throughout China.

Mr. Raymond Lai, President & CEO of Maple Leaf comments "With the addition of this germinating pot production facility, Maple Leaf has finally established its own brand name of germinating devise and also will open the door to a large potential customer market outside of the forestry industry. I am very confident that the Greenhouse operation has finally come to the point that it will provide self sufficiency to the company and a remarkable return to our shareholders going forward."

Private Placement

Maple Leaf also announces that its Board of Directors has approved a non-brokered private placement of up to 7,500,000 Units at a subscription price of $0.04 per Unit, for potential gross proceeds of $300,000. Each Unit will consist of one common share and one common share purchase warrant, with each share purchase warrant entitling the holder to purchase one common share at an exercise price of $0.08 for a period of three years from the date of issuance.

While the offerings are non-brokered, Maple Leaf may pay finder's fees to individuals who obtain subscriptions for the offerings. Maple Leaf intends to use the proceeds from the offerings for general working capital.

The private placement is subject to approval of the TSX Venture Exchange (the "TSXV"). Common shares sold pursuant to the private placement, and common shares issuable upon exercise of the warrants, will be subject to a four month hold period commencing on the closing of the offering.

Shares for Past Services

Maple Leaf also announces that the disinterested directors of the Corporation have approved the entering of an agreement for shares for past legal services (the "Agreement") provided by Brad R. Docherty Professional Corporation (wholly owned by Brad R. Docherty). The sole beneficial owner of this entity is both a director and officer of the Corporation and he abstained from voting on the approval of this matter by Maple Leaf's board.

Maple Leaf will issue an aggregate of 903,552 common shares in the capital of the Corporation having a deemed issuance price of $0.05 per common share (the "Share Issuance"). The Share Issuance represents full satisfaction of fees owed to Brad R. Docherty Professional Corporation for past legal services provided to the Corporation.

The transaction contemplated by the Agreement is subject to the approval of the TSXV. The common shares issued pursuant to the Agreement are subject to a four month hold period from the date that approval of the transaction contemplated by the Agreement is granted by the TSXV.

Corporate Secretary Change

Maple Leaf also announces that effective February 3, 2012, Brad Docherty has resigned as Corporate Secretary and he will be replaced by Terence Lam. Mr. Lam has been Maple Leaf's Office Manager for approximately 1 1/2 years and works closely with Maple Leaf's President & CEO on a day-to-day basis. Mr. Docherty will remain on Maple Leaf's board of directors and will now be considered an Independent Director.

About Maple Leaf Reforestation Inc.

Maple Leaf is a Canadian company operating various projects in China. Maple Leaf is a wholly-owned foreign enterprise which allows the Company to control 100% of the direction and operations of the company in China while permitting the cash generated from operations in China to flow back to Canada.

For further information regarding Maple Leaf Reforestation Inc., visit www.mlreforestation.com.

About Maple Leaf Reforestation Inc.

Maple Leaf is a Canadian company that focuses in the environmental industry with 2 main operating arms:

  1. Eco-Agriculture - it operates a large-scale nursery business in Inner Mongolia, China that is focused on growing value-added tree seedlings and nursery products that assist with anti-desertification.
  1. Renewable Energy - it is undertaking to commence a Yellowhorn seedling and tree operation which would provide valuable Yellowhorn seeds and ultimately oil from such seeds for the manufacture of bio-diesel fuel and premium healthy cooking oil.

Maple Leaf is a wholly-owned foreign enterprise which allows the Company to control 100% of the direction and operations of the company in China while permitting the cash generated from operations in China to flow back to Canada.

For further information regarding Maple Leaf Reforestation Inc., visit www.mlreforestation.com.

Certain statements in this news release including (i) statements that may contain words such as "anticipate", "could", "expect", "seek", "may" "intend", "will", "believe", "should", "project", "forecast", "plan" and similar expressions, including the negatives thereof, (ii) statements that are based on current expectations and estimates about the markets in which Maple Leaf operates and (iii) statements of belief, intentions and expectations about developments, results and events that will or may occur in the future, constitute "forward-looking statements" and are based on certain assumptions and analysis made by Maple Leaf. Forward-looking statements in this news release include, but are not limited to, statements with respect to future capital expenditures, including the amount, nature and timing thereof; other development trends within the China's seedling industry; business strategy; expansion and growth of Maple Leaf's business and operations and other such matters. Such forward-looking statements are subject to important risks and uncertainties, which are difficult to predict and that may affect Maple Leaf's operations, including, but are not limited to: the impact of general economic conditions; industry conditions; government and regulatory developments; seedling product supply and demand; competition; and Maple Leaf's ability to attract and retain qualified personnel. Maple Leaf's actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do transpire or occur, what benefits Maple Leaf will derive there from.

Maple Leaf maintains a forward-looking statement database which is reviewed by management on a regular basis to ensure that no material change has occurred with respect to such forecasts. The Company will publicly disclose such material changes to its forward-looking statements as soon as they are known to management.

Last Close: February 3, 2012 - $0.04
Shares Issued: 80,682,875

Neither the TSX Venture Exchange or 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 release.

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