Global Earth Energy, Inc. Announces Extension of Memorandum of Understanding to Invest by LB Tim Co., Ltd. of South Korea
Global Earth Energy (USOTC:GLER)
Intraday Stock Chart
Today : Friday 1 April 2011
Global Earth Energy, Inc. (OTCQB: GLER) (PINKSHEETS: GLER) announced today, as permitted by Rule 135(c) of the Securities Act of 1933, as amended, it has executed an extension of the memorandum of understanding with LB Tim Co., Ltd. of South Korea for the sale of $100,000,000.00 of Global Earth Energy's Series A convertible preferred stock, which was originally announced on January 25, 2011. The sale of the shares was originally expected to close within 45 to 60 days from January 25, 2011. However, the extension was made necessary due to the fact that Global Earth Energy has been delayed in refining the terms of the proposed offering, the terms of which were finalized on March 22, 2011, by the inclusion of a trustee and backup servicer, structuring agent, use of proceeds, and a placement agent, which will offer the shares on behalf of Global Earth Energy. In addition, the proposed offering has been changed to be a Regulation S offering as promulgated under the Securities Act of 1933, as amended.
Syd Harland, CEO of Global Earth Energy, said "The closing of the proposed sale of $100 million of our Series A convertible preferred stock will be a great boon to Global Earth Energy. This will enable us, by expending approximately $65 million to acquire approximately $240 million of life insurance portfolios that are expected to generate future revenue to our shareholders. The remainder of the approximately $35 million in invested funds is expected to assist us with our Reflora joint venture and other suitable investments. Further details of on our joint ventures with LifeCycle and Reflora have already been posted on our website."
This press release regarding the memorandum of understanding is not used for the purpose of conditioning the market in the United States for any of the securities offered. In addition, the securities offered will not be or have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
The offering of the securities offered will be made by a placement agent on behalf of Global Earth Energy for the purpose of raising funds to further the joint venture operations of the Global Earth Energy and other suitable projects of Global Earth Energy.
Any securities issued to LB Tim Co., Ltd. will bear the following legend:
THE SECURITIES REPRESENTED BY THIS INSTRUMENT OR DOCUMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAW OF ANY STATE OF THE UNITED STATES OR FOREIGN JURISDICTION. THE TRANSFER OF THESE SECURITIES IS PROHIBITED EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S PROMULGATED UNDER THE SECURITIES ACT, PURSUANT TO REGISTRATION UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM REGISTRATION. HEDGING TRANSACTIONS INVOLVING THESE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT.
About LB TIM CO. LTD.:
A global financial consulting firm that combines skill sets and experience unparalleled in the primary markets we serve with rigorous research and analysis. LB Tim provides merger and acquisition, and strategic capital consulting services. LB Tim assists companies in obtaining financing through institutional placements of debt, mezzanine capital and equity. LB Tim assists businesses in financial difficulty or operating under the protection of a bankruptcy court. LB Tim has strategic relationships with investment banking, corporate restructuring and crisis management firms enabling us, where needed, to deliver comprehensive solutions to our clients. LB Tim has potential to arrange more than a billion dollars in various types of finance for the prospective projects.
LB Tim's personnel and associates have been involved in the major M&As for major real estate companies, major hotels, major IT companies, major department stores and etc. LB Tim has acted as third-party consultants for shipping banks and law firms engaged in corporate restructuring and M&A activity. Due diligence has included expert witness work, maritime project risk assessment, corporate appraisals, technical surveys of assets and valuations.
LB Tim has significant experience in financing for M&A and the prospective projects and brings an unparalleled range of skill sets to various areas.
About Global Earth Energy, Inc.
Global Earth Energy provides renewable energy solutions. In addition, the Company is pursuing joint venture agreements with green solution providers worldwide.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: This news release may contain forward-looking information within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements that include the words "believes," "expects," "anticipates" or similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to differ materially from those expressed or implied by such forward-looking statements. Certain risks are detailed in the Company's Form 10-K and other periodic filings with the Securities Exchange Commission at www.sec.gov. This news release speaks as of the date first set forth above and the Company assumes no responsibility to update the information included herein for events occurring after the date hereof.
Contact:
Sydney A. Harland
CEO
Global Earth Energy, Inc.
Tel: 910-270-7749
www.globalearthenergy.com
