Ableauctions.com Inc. (the “Company” or “Ableauctions”) announced today that on July 17, 2009 it executed a Share Exchange Agreement (“Exchange Agreement”) with its significant shareholders, Abdul Ladha, the Company’s Chief Executive Officer and a director, and his spouse, Hanifa Ladha, Top Favour Limited, a British Virgin Islands corporation (known as “SinoCoking”), and the shareholders of SinoCoking. SinoCoking is a producer of coal and coke products based in the Henan province of China, which in its 2008 fiscal year earned over $58 million in revenue.

Pursuant to the Exchange Agreement, the SinoCoking shareholders will exchange their shares of capital stock for newly-issued shares of Ableauctions. Subsequent to the consummation of the transaction, which is expected to close no later than November 30, 2009, the SinoCoking shareholders will own approximately 97% of the Company’s issued and outstanding shares of common stock and the Company’s current shareholders will own approximately 3% of the Company’s issued and outstanding shares of common stock. As a condition to the consummation of the transaction, the Company intends to establish a liquidating trust into which it will transfer its assets and which will assume its liabilities. Once its assets are liquidated and its liabilities are paid, the Company intends to distribute any remaining assets to the shareholders of record on a date prior to the close of the share exchange.

SinoCoking’s principal product is coke, or carbon fuel produced by distillation of coal. This coke is produced from coal that it mines as well as coal that it purchases. SinoCoking produces and sells two types of coke, metallurgical coke primarily used in steel manufacturing and chemical coke used mainly for synthesis gas production. SinoCoking also sells coal, including raw coal, “washed coal” (which is processed coal that is ready for coking or thermal uses), and “medium coal” and coal slurries (both of which are byproducts of the coal-washing process). SinoCoking also produces and sells coal tar, which is a byproduct from its coke manufacturing process.

The closing of the share exchange transaction is subject to a number of conditions, including the approval of the Ableauctions’ shareholders and the successful closing of new financing in the amount of $50 million to $75 million, although SinoCoking may waive the financing condition. The Company cannot guarantee that the share exchange transaction will be consummated.

In conjunction with the signing of the Exchange Agreement, Mr. and Mrs. Ladha also signed a Voting Agreement pursuant to which they agreed to vote their shares of common stock in favor of the share exchange.

We have filed a Current Report on Form 8-K with the Securities and Exchange Commission which provides more detailed information about the share exchange transaction. You may find this information on the Securities and Exchange Commission website at www.sec.gov.

About Ableauctions.com

Ableauctions.com Inc. (NYSE Amex “AAC”) is a high-tech liquidator and on-line auction facilitator that operates the domains iCollector.com, Naalive.com and Unlimited Closeouts.com.

As an on-line auction facilitator, the Company, with the experience of over 3,000 auctions, has developed state-of-the-art technology to broadcast auctions over the Internet (www.ableauctions.com/technology) and currently provides the technology and related services to auction houses, enabling them to broadcast auctions over the Internet. The Company broadcasts business and industrial auctions over the Internet for auctioneers and members of the National Auctioneers Association (NAA) and art, antique and collectible auctions for numerous galleries and auction houses around the world.

As a liquidator, the Company, through Unlimited Closeouts, purchases overstocks, order cancellations and discontinued products from major manufacturers and importers, then sells the merchandise to major retail chains, other resellers or the public.

Posted: 07|20|09 at 5:23 pm. Filed under: Auction News.