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JBZ Capital Inc. provides update


Published on 2011-07-22 08:05:54 - Market Wire
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VANCOUVER, July 22, 2011 /CNW/ - JBZ Capital Inc. (TSX-V: JBZ) ("JBZ") wishes to provide an update on the status of its proposed acquisition Fertoz Pty Ltd. ("Fertoz") and on its recent exploration activities.

JBZ previously announced on June 9, 2011 a proposed transaction that would have resulted in a reverse takeover of JBZ by Fertoz with the current Fertoz shareholders acquiring 65% of JBZ.  It was also expected that, as part of the transaction, Fertoz would have raised a minimum of $5 million by way of a private placement.  The size of the financing was set in order to meet one of the TSX Venture Exchange (the "TSXV") requirements applicable to reverse takeover transactions.

Since that June 9 announcement, JBZ and Fertoz have determined to postpone the private placement due to unfavourable current market conditions.  As a result, JBZ and Fertoz are in discussions to revise the terms of the transaction.

JBZ's stock will remain halted until the TSXV has received required submissions from JBZ in connection with a revised proposed transaction with Fertoz or the proposed transaction is otherwise terminated.  JBZ expects to determine before the end of the month whether the proposed transaction will proceed.  If the proposed transaction proceeds, trading of JBZ's shares will remain halted as described above.  If JBZ and Fertoz determine not to proceed with the proposed transaction, JBZ will seek to have the trading halt lifted by the TSXV.  JBZ will provide further updates as additional information becomes available.

Management also wishes to provide an update on Strata Minerals, JBZ's wholly-owned subsidiary.  Strata has now completed the field work related to the phase one exploration programme on its Mornington and Collison projects.  This phase one work consisted of detailed geological mapping, stream sediment sampling and rock chip sampling of outcropping rock.  This initial work programme was designed to test the potential of these projects to host economic quantities of phosphate mineralisation.  Samples taken during this phase one work are currently being processed by a third party laboratory and results are expected to be available to the company in approximately 3 to 4 weeks time.  Field crews are expected to mobilise to the Tickalara North and South projects in South West Queensland in late July or early August to carry out phase one exploration activities.  Native title negotiations regarding access to the Savory Basin project in the Pilbara region of Western Australia are continuing as planned.

ON BEHALF OF THE BOARD OF DIRECTORS

JBZ CAPITAL INC.

Nigel Gellard

President, CEO and Director

Completion of the proposed transaction with Fertoz is subject to a number of conditions, including TSXV acceptance and disinterested shareholder approval. The proposed transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the proposed transaction will be completed as proposed or at all.

Investors are cautioned that trading in securities of JBZ Capital Inc. should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction described herein and has neither approved nor disapproved the contents of this news release.

Neither TSX Venture Exchange 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 news release.

Special Note Regarding Forward-Looking Statements

Certain statements included herein constitute forward-looking statements. The words "expect", "intend", "anticipate", "propose" and "may" and similar expressions identify forward-looking statements. Forward-looking statements include, among other things, statements regarding JBZ, Fertoz and the proposed transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions, including that the proposed transaction will be completed as described. While such estimates and assumptions are considered reasonable by the management teams of JBZ and Fertoz, they are inherently subject to significant business, economic, competitive and regulatory uncertainties and risks and accordingly may not occur as described herein or at all. Investors are cautioned that forward-looking statements are not guarantees of future performance or events and, accordingly are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty of such statements.

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