Carthew Bay Technologies (fka CWBYF)

[Guy]

Here is a link to Colorep's filings and some info:

http://www.sec.gov/cgi-bin/browse-edgar?company=COLOREP&match=&CIK=&filenum=&State=&Country=&SIC=&owner=exclude&Find=Find+Companies&action=getcompany

On March 2007, Colorep had approx 60 million OS shares.
On February 2009 they had approx 120 million OS. (This is
after the $24 million financing which happened in 2008).
I don't know how many warrants were involved in this financing.
(There is a mention in the filings of an agreement from
January 2008 to purchase 29.3 million shares and 22 million
warrants, so this might be it)

Since then, Colorep raised another $8.5 million in preferred
shares and completed another $12.5 million financing in January.

Colorep has 3 kinds of preferred shares (A, B and C. C is
"the CWBYF shares"). The CWBYF shares can be converted into
commons at a rate of 1 to 10. I don't know the terms of A & B.
There are approx 70 million warrants that come with the preferred shares (A,B,C).

So after skimming through the CWBYF & Colorep filings
(and there is a lot to read. Too much...),
I know that Colorep has at least
120 million OS shares and 92 million warrants (if non were
exercised and included in the 120 million OS).
There is also a mention in the filings about trading on
the Nasdaq and doing a $50 million public offering.


Looking at the recent CWBYF filings, it seems like
the RS merger option is still on the table. Here are a few
items from the filing:

Option to Complete Merger:

>>CBT and Merger Sub hereby grant Colorep an option to elect in its sole discretion to proceed with the Merger on the terms and conditions set forth herein (the “Merger Option”) upon provision of written notice from Colorep to CBT and Merger Sub (“Option Notice”) on or before December 31, 2010 (the “Option Termination Date”).<<

Reverse split:

>>Immediately prior to the Closing, CBT shall effect a reverse split of all of the CBT Common Stock then issued and outstanding and accordingly adjust all options, warrants or other rights to purchase or convert into shares of CBT Common Stock outstanding such that immediately prior to the Closing upon the effectiveness of the reverse split, no more than 11,000,000 shares of CBT Common Stock in aggregate shall be issued and outstanding or issuable pursuant to outstanding or committed options, warrants or other rights to purchase or convert into shares of CBT Common Stock;<<

Possible dividend:

>>Colorep shall pay CBT US$500,000 immediately prior to the Closing, which CBT may in its sole discretion use to satisfy any outstanding obligations and/or arrange to dividend, in whole or in part, to its shareholders immediately prior to the Effective Time of the Merger concurrent with the Closing.<<

Investor Relations:

>>Prior to Closing, CBT shall launch, with the consultation and agreement of Colorep, an investor relations initiative commencing on a date to be mutually agreed to, but not later than the date of effectiveness of the Registration Statement, for which Colorep shall fund 50% of the cost, up to a maximum of $2,500 per month.<<