Lime Hill Capital Corporation

May 13, 2011 17:37 ET

Oxbridge Bank & Trust SCC Announces Acquisition of Shares of Liquid Nutrition Group Inc.

ST. MICHAEL, BARBADOS--(Marketwire - May 13, 2011) - Oxbridge Bank & Trust SCC ("Oxbridge Bank") announces that following the closing of the qualifying transaction of Lime Hill Capital Corporation (TSX VENTURE:LHL.P) pursuant to Policy 2.4 of the TSX Venture Exchange, it has acquired direct ownership of, and control and direction over, 7,900,000 common shares of Liquid Nutrition Group Inc. ("LNG") (the corporate entity resulting from the amalgamation of Lime Hill Capital Corporation with Liquid Nutrition Group Inc.) at a deemed price of $1.00 per share. As part of the qualifying transaction, Oxbridge Bank also received fully vested incentive stock options for 750,000 common shares of the LNG. Each option entitles Oxbridge Bank to acquire one common share of LNG at an exercise price of $1.00 per share for a period of ten years starting May 13, 2011. The 7,900,000 shares and the options for 750,000 common shares represent 50% of all of the issued and outstanding common share of LNG.

On May 13, 2011, Mr. Darren C. Stark, President and CEO of Oxbridge Bank and a director of LNG, received as part of the qualifying transaction options to purchase 750,000 common shares of LNG and subscribed for 25,000 common shares of LNG.

By virtue of an agreement entered between Oxbridge Bank and Mr. Stark, Oxbridge Bank may be deemed to have acquired control over the 750,000 option underlying common shares and 25,000 common shares held by Darren C. Stark. As a result, Oxbridge Bank acquired control over approximately 53% of LNG's issued and outstanding common shares.

Mr. Stark is presumed to be acting jointly or in concert with Oxbridge Bank. Oxbridge Bank and Mr. Stark, combined, own 7,925,000 common shares of LNG and options to purchase 1,500,000 common shares of LNG, representing approximately 53% of LNG's issued and outstanding of LNG.

Oxbridge Bank is a Barbados bank controlled by H. Greg Chamandy who is also a director of LNG.

The 7,925,000 common shares were acquired for investment purposes. Oxbridge Bank and Mr. Stark have a long-term view of the investment and they do not intend at this time to acquire additional common shares of LNG, but may acquire or dispose of common shares of LNG in the future depending on market conditions, reformulation of plans and/or other relevant factors.

The issuance of this press release is not an admission that an entity named in this press release owns or controls any described securities or is a joint actor with another named entity.

Contact Information

  • Oxbridge Bank & Trust SCC
    Darren C. Stark
    President and Chief Executive Officer
    (246) 426-3780

    Ground Floor, Building Two
    Chelston Park, Collymore Rock
    St. Michael, Barbados BB11000