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Oregon reaches first championship
Jim Moore's Ducks will battle Texas for national title
At Wednesday's pre-tournament press conference, Oregon head coach Jim Moore said the road to the Division I Women's Volleyball Championship goes through Penn State.
On Thursday night, Moore's squad cleared that daunting hurdle with a 3-1 victory against the Nittany Lions in the NCAA semifinals at the KFC Yum! Center in Louisville, Ky.
The win sends Oregon to the championship match for the first time in program history after the Ducks' first appearance in the semifinals.
Moore knew his team had what it took to contend for a national championship in January.
"I knew we were good," Moore said. "We were good last year, we just weren't consistent. That was our emphasis this season … it was about being consistently good."
Last year's team had the makings of a champion, but underachieved, losing to Colorado State in the first round of the NCAA tournament.
"They weren't very happy a year ago at this point in time," Moore said. "And they made a change. And that's why we're here."
Penn State posed a serious challenge for the Ducks, but they kept on fighting to fend off the Nittany Lions.
After dropping the first set 25-21 the Ducks held on for a thrilling 30-28 victory in the second set, and did not look back. Oregon won the third and fourth sets, continuing to get stronger as the match went on.
"We certainly didn't play at the level we wanted to offensively, but a lot of that had to do with Penn State … but [the Oregon players] are tough," Moore said.
"We were definitely in our flow," sophomore outside hitter Liz Brenner said. "I think that threw them off … they weren't used to have another team do that, which kind of rattled them and we took advantage of that. We kept pressing."
Penn State posted 20 blocks in the match, and held the Ducks to a sub-par .170 hitting percentage, but Oregon did not relent.
"Our passing was there [Thursday]," Pac-12 Player of the Year Alaina Bergsma said. "We passed really well. We have a fast offense, and that is really hard for even the biggest blockers to catch up to because we're going to the pins quick. It definitely helps to have so many weapons. I think that really stresses blockers … never knowing who is going to be killing it that night."
Bergsma was one of three Oregon players with double-digit kills in the match. She knocked down 16 kills, including six in the fourth set.
"It makes my life so much easier when so many other people are putting the ball on the ground," Bergsma said. "It really opened me up with Liz [Brenner] and Katherine [Fischer] hitting so well. I kind of struggled in the first couple of sets, but they started leaving me more opened which made it easier."
"They were what we thought they were going to be," Penn State head coach Russ Rose said. "They do a lot of things really well. They were the better team."
Oregon's high-flying offense leads the nation with 15.97 kills per set and 14.91 assists per set.
"Bergsma has a terrific arm and great range," Rose said. "[Lauren] Plum is a terrific setter and a great leader and does a great deal for their team."
The Ducks will play Texas for the national title on Saturday at 7 p.m. ET. Oregon is looking to become the fifth different Pac-12 team to win a national championship since 2001. Stanford won titles in 2001 and 2004, USC took home back-to-back championships in 2002 and 2003, Washington claimed the 2005 trophy and UCLA captured the title last year.


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A TEENAGE boy has died after he fell from a boat and was hit by its propeller.
The 14-year-old, who has not been named, was pronounced dead in hospital after the horrific accident off The Needles, on the Isle of Wight, on Friday.
The dead boy, from Surrey, was on an inflatable boat with two other lads aged 14 and a man when he fell off.
One of the other boys was seriously injured when he too fell from the boat.
The boy who died was airlifted to Southampton General Hospital by a Coastguard helicopter.
Next-of-kin have been informed and a post-mortem examination will take place in the next few days.
Police said the death is not being treated as suspicious.
Detective Inspector Floyd Higginson said: "It is routine for detectives to make initial inquiries into the sudden death of someone under 18.
"We are providing support for the other three people on board to help ensure their welfare and to establish the exact circumstances surrounding the death.
"The second 14-year-old boy is being treated in hospital on the Isle of Wight. An adult man and a third 14-year-old boy were not injured."
The boat was secured as evidence, pending further inquiries.
Police will prepare a file for the coroner, who has been informed.
The Marine Accident Investigation Branch have also been notified.

subset: commoncrawl


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Monthly Archives: August 2017
Whatever They Told You About Drug Addiction Is Dead Wrong…And Here's Why
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Three approaches are taken to treatment. Once treatment was completed successfully, most facilities offer you aftercare programs that help the individual continue her or his success. As soon as it's far better enter treatment for addiction at once, using medications … Continue reading
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The Heroin Treatment Pitfall There are a number of different kinds of treatment to pick from. This treatment is used while the benztropine administration doesn't work. Natural, holistic, non-drug treatment for pain must be complex and might incorporate various alternative … Continue reading
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Please read my T&C's carefully before purchasing, by purchasing with Cherub Chews you're agreeing to these terms and conditions. These terms and conditions apply to the use of this website and by accessing this website and/or placing an order you agree to be bound by the terms and conditions set out here. If you do not agree to be bound by these terms and conditions you may not use or access this website. These terms and conditions abide by The Consumer Contract Regulations. You're welcome to print or store these terms for your own records.
Cherub Chews own the copyright, trademarks and other intellectual property rights in all material and content on this website, which you may use, download, copy, publish, transmit or otherwise make available by any other means only for your own personal, non–commercial use. Any other use or reproduction of the material or content is strictly prohibited. You may not create any link to this website without prior written consent, nor may you restrict or inhibit the use or enjoyment of it by anyone else. While we will use reasonable endeavours to verify the accuracy of any information we place on Cherub Chews website, we make no warranties, whether express or implied in relation to its accuracy. This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice which forms part of these terms and conditions. Occasionally this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
Wherever the term "Working Days or Hours" is featured, this excludes bank holidays, weekends and public holidays such as Christmas. Any holiday times will be clearly displayed on the homepage. When you place an order with Cherub Chews you will be sent an order confirmation detailing your order, this is giving you ample opportunity to correct any possible errors (such as incorrect size or colour). Should you have any complaints, please send them to the contact information detailed at the bottom of this document. These terms and conditions apply to all transactions on this site. They do not affect your statutory rights
Cherub Chews products are handmade in Devon and sourced from the EU. Each necklace includes sustainable sourced wooden beads and 100% hand crochet cotton. Our necklaces and teething toys have been safety tested and conform to all European Standards. All Cherub Chews wooden products are designed to aid teething but they are not toys. Babies and toddlers should never be left unsupervised with one of our products. By purchasing with Cherub Chews you agree to take responsibility for the proper use of your product, ensuring full supervision at all times. When not wearing your Cherub Chews product it must be kept out of reach and sight of children. Please check regularly for any broken or damaged parts to ensure the complete safety of your child.
We make every effort to ensure the safety of our products, however, Cherub Chews will not be held responsible for any injury caused by our products.
Prices are subject to change but are correct at time of posting. Any glitches, errors or typos are not required to be honoured. If an error or inaccuracy is discovered with regards to the advertised price of the goods that you have ordered, we will contact you as soon as possible by e-mail. This will be to inform you of the correct price of the goods, and to ask you if you wish to continue with the order at the amended price, or to cancel the order altogether. Any special offers will have a clear displayed end date.
PayPal is our main payment method – you can pay with your PayPal account, or by card through that system. To pay by card, you don't need to have an account with PayPal to purchase.
Please ensure the address stated on your PayPal account is the address you'd like your order delivered to, if it's not, please specify in writing within 2 days of placing your order.
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Most orders are posted between 3 – 5 days after the order is received, toys have a turnaround time of around 3 weeks due to the intricate nature of making the product.
Postage for all orders is charged at cost. All items will be posted via Royal Mail 1st Class, customers are welcome to upgrade their shipping choice if desired. It is Royal Mail's policy to sometimes leave packages with a neighbour should you be out when delivery is attempted, they may also leave it in a safe place or return to the sorting office. There will be a red card left in these cases.
Should your order arrive broken, please send a photograph of the broken item including any packaging to Cherub Chews and a replacement or a refund will be issued once the item has been returned to me. In such circumstances, Cherub Chews will cover the return postage.
Should your order not arrive, please contact Cherub Chews, a full refund will be offered once 15 days has elapsed. This is due to Royal Mail policy on items classed as lost.
Returns & Cancellations
We ensure all items that are posted to our customers are of the highest standard but if there is ever a need to return an item we do accept returns for a full refund.
Under The Consumer Contract Regulations, your right to cancel begins from the moment you place your order, up to 14 working days after receiving your order. Your right to cancel is unconditional.
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If you wish to return an item, please notify us in writing using the following model cancellation form (email is fine). We will then process your return.
To Cherub Chews Ltd, 12 Meadow Lane Cranbrook Exeter EX5 7BH
Ordered on [*]/ received on [*],
Name of consumer(s),
Address of consumer(s),
Signature of consumer(s) (only if this form is notified on paper),
*Delete as appropriate
We would be grateful if you would return your items via recorded or tracked post, this is for your peace of mind, and ours. This is not a requirement of law, this is a courtesy request.
Items marked as being reduced for having a defect, damage or any other reason will be exempt from the returns policy.
Return postage will be paid by the customer if the order is no longer wanted. If the reason for the return is our responsibility return postage will be paid by Cherub Chews.
Returning Custom Items:
Custom made items are exempt from The Consumer Contract Regulations – the only exception being is if they're faulty, not as described, not fit for purpose or any other fault of Cherub Chews In this case, please refer to the returns section of this document.
Contact Details:
Cherub Chews LTD
Company Number: 09166338
Address: 12 Meadow Lane, Cranbrook, Exeter, EX5 7BH
Email Address: firstname.lastname@example.com
Last edited September 2015


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I really do. I have an addiction and it is pretty bad. My dog Olivia has two jars — in fact, she cries (yelps of joy) when I take it out for her. For her, I put it in her Kong along with honey wheat bread or a mushed up banana. But the problem is that Olivia and I have a hard time practicing proper portion size when it comes to opening a jar. But we kind of created a solution. Some days we fall off the wagon, but like all of you out there (and I guess those dogs that can read blogs) we are human… er, dogs, I don't know. What I mean is that dietitians and perfect dogs (okay, sorry for that one) aren't always perfect.
So I have to side on the idea that deprivation can be the enemy. If you keep me from eating something, I want it more. In college, for example, I was resistant to peanut butter because it was fatty, high in calories, especially for such a small serving size. But, there I was, sleep eating — eating my roommates jar of Skippy. It wasn't until for my birthday she bought me a 5lb tub of Skippy for myself and said, "Here. Eat your own."
I demolished that jar. And felt like the fattest person ever. Not only that, my stomach hurt for days. Months. Years. Okay I am exaggerating. But for a long distance runner, high fatty foods prior to a run just causes for incredibly awful memorable GI experiences that will ruin you. Anyways. I gave up PB entirely for like, 5 years.
Enter 2013. I decided to try this non-deprivation thing and just eat whatever I wanted, in moderation. At first, it felt very bad ass, like I was doing something wrong eating chocolate for no reason other than the fact that, well, I wanted it. But I started off with just bits at a time. In fact, I froze them at first, because they take longer to eat that way. A handful of FROZEN Reeses in your mouth are not as easy to chew and enjoy… one at time, I suppose I should try. Those teeny bits, eliminated my urge to eat an entire bag of Reeses Pieces (the LARGE bag). And so, I tried pita chips, then Cheetos, then ice cream (that won't really work, ever… sorry, my downfall — I eat it after long runs now so I don't feel guilty), then mixed nuts (so easy to overeat)… and then, peanut butter.
I stared at the jar… as if I lost already. But I didn't let it defeat me. I used not a perfect portion, but at least half of what I normally would. I ate it on graham crackers. I ate them and put the box and jar away. I then began to do something to keep me busy, such as throwing ball with Olivia. And then… I didn't GO BACK TO THE JAR! I ate it and was satisfied! I DID IT!
So, okay… yes, I own 9 jars. But, they are all different (cinnamon raisin, coconut, chunky, white chocolate, PB2, honey, natural, regular, etc.)… and it just depends on my mood or what I eat it with. I will mix PB2 and water, heat it in the microwave and pour over freshly popped popcorn. Those 9 jars, have stayed in my cupboard for months. I feel like I am a grown up, or something.
The whole point of this? Give into your deprived wishes… the things you think you cannot have. And in reality, in moderation, peanut butter is such a healthy and nutritious addition to the diet. In fact, I lost weight this past year eating whatever I wanted. You deprive yourself you want more, simple as that. I lived proof of that, and I am no longer sleep eating for peanut butter. And by the way, explain that to your significant other the first time they sleep over. Geeeesh. Awkward.


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U.S. Rep. Helen Delich Bentley, the supposedly well-heeled front-runner for the Republican gubernatorial nomination, has told supporters that her $700,000 campaign fund has dwindled below $50,000 and is pleading for a huge infusion of new contributions.
"I must have your support now. And I will never forget it," Mrs. Bentley said in a handwritten notation on a fund-raising letter sent to potential donors this month.
In the body of the letter, called an "URGENTGRAM," Mrs. Bentley makes a similar point: "The enclosed note from my campaign treasurer tells the story -- I don't have suffi- cient funds on hand to run my campaign the way I must run it in order to win. I need $100,000 by August 5."


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Key Things You Need To Know About Injury Lawyers.
A civil litigator that represents people who have physical or mental injuries which have been acquired from work is known as an injury lawyer. An injury lawyer is also known as a trial lawyer or a plaintiff. The injuries are due to the careless act of a person or an organization. The personal injury cases are injuries which involve the body or mind of an individual. Motorcycle and boat accidents are among the accidents involved in the injuries. Use of defective products, medical malpractice, and wrongful death include some of the cases. An injury lawyer takes up some cases. In such cases, the duty of the lawyer is to help the applicant through all the process involved in the application for the case. The plaintiff functions at this point is the same as that of litigators. The injury lawyer is supposed to gather evidence. The lawyer is supposed to prepare the motions to present in the courts. The lawyer is supposed to come up with that they are supposed to say in the court room. The injury is also expected to research on the case laws and interview and depose the witnesses. They are also supposed to counsel clients, draft pleadings and motions discovery.
To be a lawyer there are the essential educational qualification. The lawyer needs to have a law degree and should have passed a written examination. They should have a certificate from the Legal Certification Board of the country. Non-governmental organisation give some certification to the personal injury lawyers.
Personal injury lawyers have excellent negotiation skills. They should look to improve the clients. They should have a vast knowledge of the injury law. Personal injury lawyers have a seven figure salary. The factors that influence the amount of money the lawyers are going to be paid include the period the lawyer has practiced law and the size of the practice the lawyer works for. A personal injury lawyer aim is to declare that the injury of the worker is due to careless act. Various injuries are classified as due to careless act.
It is common knowledge that a person should be compensated when they have been injured while working. Most victims do not claim their compensation when they have been injured. The most common reason is lack of a lawyer. Insurance companies do not pay the claim to the victims who have been injured. The insurance companies sometimes do not pay the full claim to the victim. This is why it is vital to have a personal injury lawyer. A qualified will make sure that justice will prevail. Personal injury lawyers have excellent negotiation skills. The lawyers give advice to the clients and come up with pleas.


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Photo Flash: Spencer Day Returns to Birdland to Celebrate CD Release
On Monday night, Spencer Day made a triumphant return to the Birdland stage with a celebration of his new CD, "Angel City." Called his most complex concept album to date, "Angel City" features all-new original songs, as well as concert favorites and a few reimagined interpretations of previous recordings. Using Los Angeles as a backdrop, "Angel City" continues Spencer's meditations on love, fame and narcissism. Incorporating slices of life from the legends and nobodies who built the place, the concert included some concert favorites including "The Ghost of the Chateau Marmont" and "72 and Sunny." The concert, like the album, was at once smart, witty, dark and wildly musical.
Check out photos from the evening below!
The Broadway at Birdland concert series takes place every week on the stage of the historic music room, located at 315 West 44 Street, in the heart of Manhattan's Theater District.
Photo credit: Kevin Alvey
Spencer Day and band
Spencer Day and Victoria Avarela
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Baily McDonald
How did you get into snowboarding? I got into snowboarding from skiing at the age of 4 with the help of my parents. Then I started to skateboard and actually got quite good at it, from there skateboarding inspired me to start snowboarding. What's your favourite part about competing? My favourite part about competing is probably the adrenaline rush during the whole day, especially when you land a...Read More


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Cameron Diaz's old Nude photos Released: Apart from the G20 Summit 2015, Coming to the latest hot news which is creating waves in social media. i.e. Cameron Diaz Nude Images / Pics. Recently a series of nude images of Hollywood actress Cameron Diaz have been released online. Cameron Diaz had a photoshoot back in 1999 and the images have now been released. Loaded magazine has released Diaz's nude photographs which they claimed to be the only full-frontal photoshoot she had ever done. Diaz, now 43, was 26 years old did the photoshoot in a swimming pool. In the vintage pictures, the actress did not change much compared to her current look. Here you can catch the complete news regarding Nude Photoshoot of Cameron Diaz.
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Cameron Diaz's Old Nude Photos:
Diaz, 43, was 26 years old when she did the photoshoot in a swimming pool. She didn't seem to be reluctant to bare herself naked in front of the camera. In the vintage photographs, the actress didn't change much compared to her current look, reports aceshowbiz.com.
In an interview with the magazine back then, the "Bad Teacher" actress said she never considered herself beautiful.
"No, I never did. I've got a nose that's been broken three times and as a teenager I was so skinny at school that they nicknamed me Skeletor," she confessed.
The publication posted on Twitter about the photographs: "Give thanks for our nude Cameron Diaz photoshoot that broke the internet."
Furthermore, the publication wrote on its article: "She made a big deal of it when the moment came, but it was a severe disappointment, as Diaz ended up stripping for the crapocalyse that was 'Sex Tape'."
"But in February 1999, aged 26 and flush with success from her role in 'The Mask', she happily stripped and went for a swim with Loaded, making it her only ever topless magazine shoot," the artice read.
Share this Cameron Diaz Old Nude Images Released Online News to your friends via social media Platforms like facebook, Twitter, Reddit, Google Plus etc.
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- Calories 281
- Fat 20g
- Cholesterol 33mg
- Fiber 2g
- Sodium 345mg
- Protein 8g
- Carbohydrate 18g
Easy Potato Casserole
How to Make It
Step 1
Preheat the oven to 350°.
Step 2
Spray a 2-quart casserole with cooking spray. In a large bowl, combine all ingredients except the bread crumbs and butter until well mixed. Spoon the mixture into the casserole dish. Mix the bread crumbs and melted butter; sprinkle over the potatoes.
Step 3
Bake the casserole for 50 to 60 minutes or until bubbly and potatoes are tender.
Step 4
*Tip: Try baking in individual serving dishes for a festive twist. Reduce the baking time to 40 minutes.


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I have had my phone number for 4 years prepaid n never had a problem since switching over to a monthly plan I'm getting calls from God knows who and I don't know how they got my number n it's pissing me off. Is there any way of getting a phone number noone can find?
You can block the # to stop incoming calls. What do they want? Have you tried telling them the situation? Maybe it was a previous # that someone used who owed money or something.
Koodo doesn't publish numbers. An unlisted number does not prevent people from calling you, it just means there is nothing that associates you with that number publicly. Telemarketers autodialing blocks of numbers or people trying to reach the previous owner of the number will still get through anytime they dial it.
Hi Ann! You can also register your number to the National Do Not Call List: http://koo.do/1enhuux . Hope that helps :)
I have mine here and it usually works well. I tend to only get marketing calls from companies where I'm already a customer - meaning that I provided them with my number.


text: Toronto neighbourhoods Archive Redman Tech Recaps REALTOR® Quest 2014 Posted by Colin MacIntyre On May 23, 2014 In Events May 7th and 8th, Redman Tech was at REALTOR® Quest in Toronto Ontario! It was Redman Tech's second trip there, and my first trip to the Tradeshow. Aside from getting used to the sprawling GTA metropolis (I'm from Saskatchewan originally), the wall to wall traffic (Highway 401 Read More Redman's visiting Toronto! Posted by Redman Team On January 30, 2013 In Events Redman Technologies will be in the Toronto area January 31st! That's right, we'll be heading East to visit our friends in Ontario! If are in the area and would like to inquire about our services, contact a Redman team representative today! In the meantime, check out some Read More Redman's Search Tool Gets A Facelift Posted by Redman Team On November 15, 2012 In Just Launched, Product Updates, Real Estate Websites It started on the Toronto Freeman Real Estate website, and will expand to Calgary and Edmonton in the New Year. Our interactive and dynamic search tool has been upgraded and revamped, making Toronto property searches easier. The face-lift began with the horizontal tool bar above the map; Read More


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by Faith Blum, Bokerah Brumley, Julie C. Gilbert, Jane Lebak, Kimberly A. Rogers and C.L. Wells
That's How She Rolls by C.L. Wells
Tessa, a self-conscious introvert, attempts to avoid a party and everything goes wrong. When a handsome stranger offers to lend a helping hand, she isn't sure things will ever be right again.
Leopard's Find by Kimberly A. Rogers
Ever wonder what your favorite characters were doing before you read about them for the first time? Sparks fly whenever Raina and Baran from The Therian Way are together. But what exactly was she doing before she met him?
Whatever Raina's up to, it's never boring.
Upsie-Daisy by Jane Lebak
Did you know guardian angels have a sharp sense of humor? It's a requirement for the job, otherwise they'd run screaming instead of dealing with us. If you're new to the Lee and Bucky stories, welcome to the world of sarcastic mechanics and pun-slinging angels. This story takes place about four months before any of the full-length novels, that way you can dive right in.
Circular Horizon by Bokerah Brumley
As a speculative fiction writer, I'm forever intrigued with the 'what if.' For instance, what if there was real-world science fiction featuring a God-fearing astronaut? This brain-wandering led to a story, and I briefly explore this idea with Mae McNair in Circular Horizon.
'Tis So Sweet by Faith Blum
Eleanor Miller has always loved her younger brother, even through all the bad things he has done. But when he almost kills a man, she needs to let him go and trust God to draw him to Himself. Will she find out how sweet it is to trust Jesus in everything, no matter what happens?
The Quinn Case by Julie C. Gilbert
Law enforcement's a tough career to make it in both physically and emotionally. The Quinn Case takes place several years before the events in Heartfelt Cases Book 1: The Collins Case. Herein, you'll meet a young FBI Special Agent named Ann Davidson who must find a missing child even as she struggles to put another case behind her.
"The different genres kept my interest throughout all the stories."
"The purpose of this book was to introduce me to six different authors not necessarily in genres I normally read. To that end, this book knocked it out of the ball park!"
"An excellent mix of styles!"
Available on Amazon and Smashwords
Because this was an anthology with multiple authors, the usual interview format will be adjusted slightly. CIR will have two questions for each of the authors.
CIR: What inspired your story?
BLUM: Someone in a writing group I'm part of brought up the idea for doing anthologies together, so we got a group together and started coming up with some ideas. It's been a fun experience and I loved working on 'Tis So Sweet for the book.
CIR: What did you enjoy most about writing this?
BLUM: Getting to write the backstory for the villain of one of my novels. It's something I'd wanted to do for a few months and this gave me the push to do it.
CIR: Did this require any research, and what kind?
BRUMLEY: Science. NASA. Future plans and hopes for trips to Mars. I stink at the science part of it, though, so I tried to use the information that I could find in a believable way. I hope I pulled it off.
CIR: What message do you hope your readers will get out of this book?
BRUMLEY: That Yahweh is everywhere – from earth to Mars and back again. But also that Yahweh can live inside science fiction, too. Near-future, alien-filled, completely made up, the Creator of the universe lives in speculative fiction, too.
CIR: What would you compare your story to?
GILBERT: Heartfelt Cases as a series is about a pair of FBI agents and three very personal cases. It's not exactly a police procedural, but I'm sure there are similarities. It's like The X-Files without quite so much scifi/horror stuff going on. If you concentrated on the more murder mystery type episodes that focused more on the character building and relationship between Mulder and Scully, you'd get something similar.
CIR: Is there more coming?
GILBERT: The official fourth story is actually the first full length novel in the Heartfelt Cases Series. It's about a serial killer who fell silent for a while but is now back with a vengeance. That's in the beta reading stage, so I'm inviting interested parties to step up to check it out. I'm hoping for a late Summer 2016 or early Fall 2016 release.
CIR: What inspired your story?
LEBAK: I'd donated a hand-knit hat to a craft fair, and someone came over to talk to me about the Styrofoam head on which it was displayed. She told me what you can do to the Styrofoam head if you're a geek with access to an unpressurized submarine, and I was intrigued.
CIR: Did this require any research, and what kind?
LEBAK: The fun research was looking up what are the weirdest restaurants in Manhattan, but I also had to research tire damage, pull up a map of Borough Hall, and wander longingly through the online shelves of an aquarium shop.
CIR: What did you enjoy most about writing this?
ROGERS: Tapping into Raina's unique blend of humor and seriousness because she can be so blasé about things like kidnappers showing up and yet she has a very serious determination to protect anyone who can't fend for themselves. She's not quite the joker she appears to be.
CIR: What message do you hope your readers will get out of this book?
ROGERS: That enjoyable Christian fiction can be found in a variety of genres and the light shines through in a variety of ways, sometimes blazing like a lighthouse and other times the more subtle light found in a flickering candle or the early gloaming hours just before dawn.
CIR: What would you compare your story to?
WELLS: Hairspray would be one, and the other is a show that used to be on television called Drop Dead Diva. The characters are definitely not the same, but the show promoted the idea that to be happy, or to get the guy, you don't have to be a size two.
CIR: What message do you hope your readers will get out of this book?
WELLS: That God is there for us even when we don't acknowledge Him. We have all have our hang ups. Plus size is sexy too.


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Thank you for your wonderful support since the birth of RP Success in the spring of 2008. It has been a pleasure and a privilege to work with your credit union for these last ten years, including 2017. For some credit unions I have been working with them since 1984 taking into account my previous work life with your trustee.
The end of 2017 will see the close of RP Success as I move into my retirement year!
This web-site will remain active until mid-2018 with the Estate T4 Worksheets provided below.
Again, THANK YOU for your support and the best to you and your credit union for years to come!!!
Lori Bourgeois
RRSP, RRIF, TFSA Estate T4 Worksheets
It is important that estate T4RSPs and T4RIFs are issued in the correct name for the proper tax year with the right amount.
RP Success has developed excel worksheets that will provide the proper T4 information after you have completed some important details.
These worksheets will remain accessible on this site until mid-2018. If saved to a local network or computer, the user accepts all responsibility to confirm any trustee and/or Canada Revenue Agency changes that may have occurred since the creation of the worksheet saved.
note: worksheets provided are not meant to replace any manual calculation requirements of your credit union's trustee or internal policies. RP Success does not accept any liability for any loss or damage which may arise directly or indirectly from the use of any of these worksheets.
Within Exempt Period: note: exempt period is payout/transfer no later than Dec 31st of year after death


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It's really easy to make! The hardest part is going into the kitchen to stir it every 15 minutes! Pam bakes her granola a little longer than the recipe and she says she adds a little bit more of everything! Oh, and REAL maple syrup is a MUST!
Go ahead! Make some for yourself!! You're gonna LOVE it!!
PAM'S GRANOLAIngredients
- 3 cups rolled oats
- 1 cup slivered almonds
- 1 cup cashews (I used Trader Joe's Raw Cashew Pieces.)
- 3/4 cup shredded sweet coconut
- 1/4 cup plus 2 tablespoons dark brown sugar (I may have added a bit more.)
- 1/4 cup plus 2 tablespoons maple syrup (I used real maple syrup!)
- 1/4 cup vegetable oil
- 3/4 teaspoon salt
- 1 cup raisins (I used chopped, dried cherries instead.)
Preheat oven to 250 degrees F.
In a large bowl, combine the oats, nuts, coconut, and brown sugar.
In a separate bowl, combine maple syrup, oil, and salt. Combine both mixtures and pour onto 2 sheet pans. Cook for 1 hour and 15 minutes, stirring every 15 minutes to achieve an even color.
Remove from oven and transfer into a large bowl. Add raisins (or whatever dried fruit you want) and mix until evenly distributed.


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CEO and Founder of Influcity
Hiring social-media-popular teen and millenial content creators to advertise and sell products is transforming the world of advertising and marketing. Beyond this transformation, it's redefining what advertising is and the companies that compete in this space.
This isn't just a matter of the advertising industry creating a new channel as part of their advertising arsenal. What's revolutionary is the audience is now the seller. Yes, we've always had testimonials - think Dyson vacuums – and celebrity marketing - Kanye with his "Red October" Nike Air Yeezy IIs. But this is different. While it's true the influencer phenomenon is happening across a range of categories and age groups, the majority of influence is very definitely targeted at the Gen Z and Millennial consumer. So it's kids selling to kids, teens selling to teens and Millennials selling to everyone.
Importantly, hiring young people to be paid influencers raises a host of ethical questions, such as who is protecting the kids, what policies exist to protect youth working in this space, what contract terms are youth being asked to sign. See #askingthehardquestions
Youth are always at the head of the cultural curve and as YouTube passionistas, Viners and Instagrammers they have a front row seat to this emerging trend. According to Felix La Haye, Partner at Instabrand - one of the early influencer marketing agencies, his company gets 100 -200 applications a DAY from young people wanting to be influencers. Some of them have monthly pay cheques of a few hundred dollars, others hundreds of thousands of dollars.
From a business perspective, these new tactics allow a level of precision targeting that has brands salivating. Influencer marketing allows advertisers to infiltrate a narrowly defined social community that may be talking about eyeliner, glitter glue or hair volume and they can use one of those content creators to sell the entire community a product. That influencer may have 10,000 followers and be a relative lightweight when it comes to industry "KPI's" of message amplification, engagement and sway. Or, they may have hundreds of thousands of followers, and carry considerable status and purchase clout, challenging stone-age advertising "amplification" tools like the TV commercial, billboard or magazine ad.
Targeting an audience using the social connectivity of an influencer is brilliantly efficient. According to Influencer Marketing expert, Felix LaHaye, if you're already following an influencer's news feed, you've already "bought in". The audience is self-directed. They've elected to follow the influencer in question, so they're primed for that message on a favourite shoe brand or makeup foundation. It's kind of a slam-dunk that this audience is message-receptive, as long as the influencer sticks to the script and recommends products that line up with their brand.
The times they are a changing.
The kidsmediacentre spoke to two industry mavericks about the business of Influencer Marketing.
Jonathan Davids is the CEO and Founder of Influicity, a Toronto based marketplace that connects advertisers and publishers (YouTube, Instagram, Pinterest) with social media influencers - to create advertising programs. (interview videos above).
Felix LaHaye is the cofounder of Los Angeles based InstaBrand, a leading Influencer Marketing Platform built around a core network of influencers, trend-setters and bloggers. Instabrand builds high visibility, organic campaigns for advertisers and brands on mobile native digital platforms (Instagram, Vine, Snapchat...).
Johnathan Davids Interview Transcript - here
Q & A with Felix LAHaye
What's the history and focus of InstaBrand?
We've been operating in LA for 4 years. InstaBrand was one of first companies to focus on mobile influencer marketing – and we're probably the largest to specialize in mobile. Our focus is on mobile native social platforms: Instagram, Vine, Snapchat. We're also on Twitter, Facebook, which we call the legacy platforms.
We're in the business of interest-based targeting - understanding audience based on location, interests, etc. If you're trying to find scholarly research on this good luck! The evidence changes every 4-5 months!
Explain Interest based advertising….
All our advertising aligns with interests of users and is based on who you follow, so it's very precise and not disruptive, unlike traditional advertising. Media consumption is disturbed with the traditional model – even on YouTube with pre-roll.
What is an MCN?
It's more for YouTube and uses data from profile-based or browser-based targeting.What we do is different. The pure native aspect of the advertising is the best feature -- the only ads that are showing up are ones of interest to the user so it totally blends in, as opposed to on YouTube where it's interruptive.
We create purely native integrated today so Abercrombie, Levi's content fits in perfectly with whatever they're (the community) is already talking about. We also do it in their own voice using influencers they are interested in. In fact, consumers are happy to be advertised to if it's a really great piece of content by someone they already like.
Do you get blowback?
We get blowback when we don't do our job right -- and we get it INSTANTLY. Younger demographics are more likely to complain than older, who have a better understanding of how advertising works. We rarely get blowback on Fortune500 ads; it's mostly harder-to-market or less well known products that get it, as users feel it's being pushed on them as opposed to being something they're interested in. They key is when you disrupt their consumer experience it's a risk, so we don't; it's integrated and has to be done in a calculated, precise way.
Small companies often get a bad name through marketing apps because they are the most difficult to market and you really need know how to do it.
What is your personal and company history?
I worked in the music industry - as a musician! I also worked in mergers and acquisitions and have a Masters in Economics. At first, I focused more on the talent side while my two other partners focused on the creative and brand sides of the business.
We believe we bought the first-ever paid for post. At the start, we had a friend with a following and we offered him $20 to post on his 80,000 follower page.
Now, four years later we have 100-200 individuals who sign up at InstaBrand every day. We used to do small brand activations, now we work with big companies, media buying agencies, Fortune 500 brands. We work with advertising agencies, PR companies, creative agencies and we also work with celebrities, athletes, models.
Is this need to turn yourself into a brand being forced onto a generation of youth because of the state of the economy? How do we explain this phenomenon? Is this an extension of the "Uber" or precarious economy?
Influencer Supply/ Demand Equation
I don't think so. I think it's a case of supply and demand. There are always people trying to advertise. I think this is just an example of a new market developing the Uber economy. People are always willing to create, and now that people are aware that it can be monetized it has blown up. I don't think it's driven by financial need, just their desire to create something. I've met hundreds of influencers in my job and they've never struck me as doing it for the money. It's rarely out of need or a conscious effort to monetize.
Before Instagram there was the stone age and the Blogosphere and you had people like Chiara Ferragni (http://www.theblondesalad.com/about) – she's called the Blonde Salad. She and the other original bloggers really helped open up a category.
Today we have 80,000 Influencers. So there is interest out there.
Is the Industry changing? I've heard MCN's are in a state of transition
MCNs are having trouble holding on to top-tier talent – there's no motivation to give up a big percentage of your earnings when you can make it on your own. For influencers it's hard to give up 40% of revenue when micro tools exist to create your own MCN.
The goal for InstaBrand is to reach a point where influencer marketing is a line item in every marketer's brand budget, so television, magazine, display and influencers.
What we focus on is to progressively, be more of a tech company. Our company has taken a very Darwinian approach, systematically refining our systems to stay on top of the curve, and we want to market more of our own goods – we want to execute more of our own campaigns. We've built more of our own technology and tech teams to prove these influencers are working so we can be more and more precise. We've evolved with demand. We really are a perfect mix and balance of qualitative and quantitative.
The data that we use in our campaigns doesn't just target based on who the viewer is, but on what they are interested in. They might not even watch people who align with their demographic. Influencer marketing is still new and experimental for a lot of companies, and we aim to bring that expertise to our clients to lead them to smarter decisions.
What are the key metrics for success with Influencer Marketing?
Key metrics? That's difficult because each campaign has it's own KPIs -- but for us it's really about precision marketing. I'd say:
- Driving in-app conversions (the influencer influences the follower to visit the client) so sending the consumer to client 's page
- Generate quality, visually pleasing content for brand through the influencer's page
- Create strong media value, and brand recognition
There is a young woman we know who applied to be one of your influencers. She spent many months working hard to grow her Instagram, organically, to qualify as an Influencer. Her phone hasn't been ringing. Can you suggest why that might be?
Well, commenting in general terms -- anyone who starts now is a latecomer. Bloggers already have a strong hold on the fashion and beauty market. To make it you need to really stand out.
Every influencer needs to stop and think- why would they hire me? Why would InstaBrand pay me for this campaign over anyone else? It should be obvious where you fit. ….food, fashion, travel, glamour, etc. You have to pick your vertical and stick to it.
How strong is your vertical? The minimum to be considered to work for us is 10,000 followers and 1000 likes per picture, but that's the minimum. If you meet this and are in a very niche market, you will have a good shot. If you have a broader vertical, you need a lot more followers in order to stand out for a brand. For a campaign, we may start with 500 and then narrow to 50, and then filter from there. You'd better stand out.
Lots of people have unrealistic expectations. Make sure you do something good. Some people enter into it to make a living without any idea of whether their content is any good or has any potential. Lots of followers will only get you so far. Make sure it appeals to your audience.
Are young people being misled on their chances for success?
Well first, to protect yourself, work with reputable established companies - they have no incentive to take advantage of you. These are not always necessarily better paying, but they're better for your career longevity. Also, make sure to properly research any "influencer marketing" company, as a bunch of new ones start up every day, but most of those are run by people with very little market knowledge.
A small influencer can be more valuable than a big one if used correctly- and if they're of sufficient quality.
There IS work, but people need to be realistic in their expectations. Every Uber cab I get into these days is driven by an actor. Everyone wants to be a star. …the next Ryan Gosling! The same is happening here. Be realistic.
An influencer can make hundreds of thousands a month (a handful), smaller influencers can make a few hundred a month -- there's really no average.
Always be FTC compliant. We don't want any legal issues arising - our campaigns always follow FTC guidelines. We make sure every time.
There are standard codes and terms for contracts and we are very reputable. We have direct agreements with parents when we work with anyone under 18.
One of our best influencers is a 5-year-old. We work with him and his parents, and he is primarily followed by moms. Not a lot of campaigns for him, but certain ones are right in his niche -- kids fashion brands, branches of regular fashion brands. As long as it's managed properly it's no different from modelling.
Advice for your student (looking at her Instagram)
- She has no obvious vertical.
- Limited opportunities for bikini models, her bathing suit shots say that's where she wants to be.
- Do something good – find a category and stick to it and think about your brand DNA.
- The quality of her photos has increased, but she won't get a Fortune500 company to hire her, until she steps up to the next level, and those are the contracts that are best for your career longevity.
Does privacy matter to influencers? Does influence, fame, monetization trump digital "footprint"?
Of course privacy matters to most influencers. However, there are different "levels" of what people are willing to share. Most professional talent have strong limits in what they will share and what they will not; their pages are usually a reflection of a certain aspect of their life that they feel is relevant to their audience, rather than a full snap shot on everything that is going in their daily lives.


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Ticket Websites – Affordable and Powerful
Top Reason To Choose Ticket Platform To Build Your Site
Lowest Price Guarantee
True SEO Infrastructure
Application vs Static Site = Application Wins.
More Features than the competition
LightSwitch 3.0 (tm) Feature
Setup A Consultation
We've taken the mystery out of web development for online ticket sellers with our powerful Content Management System, the PXS LightSwitch 3.0 ™, which helps you manage, develop and grow your new ticket websites and take it to the next level. The PXS LightSwitch 3.0 application is geared to help you with every aspect of your online ticket selling experience.
Coming out of the gate, you have to design how customized you want your site to be. Fully customized or if you're happy choosing an awesome template design and just having us change your logo to match the site. We even resell ticket websites from users who want to sell their ticketing websites. So coming out of the gate you have 3 options to choose from: Custom Design, Template Design (saves you money) or a pre-owned site (which includes domain ownership). Once you decide which path to take, know that all roads lead to the PXS LightSwich application which is the engine or CMS that runs the site. So all users us the same exact CMS to manage their site no matter which path you start to setup your ticketing site.
Please note that we no longer offer the Telerik Sitefinity CMS (content management system) which our custom ticketing modules and controls sat on. We now offer our own PXS LightSwitch 3.0 CMS, powered by Ticket Platform.
Ticket Websites Designs & Setup Options
- Full Custom Design Option
With this baby there really is no limit. Creativity is your playground. You will be assigned with one of our top US grown, raised and educated graphic artists and together with a few other team members you will join us in our project management environment to create your new ticketing website from scratch. This option on the average takes 2-3 weeks from inception to going live.
- Template Design Ticket Websites Option
This option will save you money. So if you see a template design from this page that you like, we will build you a logo to match and you are out of the gate quickity split. This option on the average takes 5-10 days from inception to going live.
- Pre Owned Ticket Websites Option
For one reason or another some users want to sell their ticketing websites. They may want to simply get out of the business or they may want to capitalize on their efforts by offering their site up for sale. This option comes with domain ownership and the process of transferring a site from one user to another generally takes about 5-7 days.
Once you have chosen the design element option of your new ticketing site, a sales representative will review with you your monthly subscription and bundle options for the use of the PXS LightSwitch application which you will use to manage and develop your site. Rest assure that we offer the lowest subscription prices in the industry and offer a 100% guarantee that you will pay the lowest advertised prices for your new ticket website.
Need Marketing help? Visit EuclidMarketing.com


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Digital Learning Marketplace plc ("DLM" or the "Company")
Publication of Circular & Notice of General Meeting
The Company would like to announce it has entered into a conditional sale agreement with LeoPink Limited, dated 15 November 2012, for the sale of its intellectual property under the brand name Zenosis and related equipment. The consideration is £45,000 in cash and a royalty of 10 per cent. on any income received by the Purchaser from sales relating to it during the one year period from the date of the Sale Agreement,. Completion of the Sale Agreement is conditional upon approval by Shareholders at the General Meeting.
The Company would also like to announce that Intellego PDP has ceased trading, and that DLM itself proposes to enter into a CVA, change its name to Shidu Capital Plc, issue the Loan Notes, appoint Cheong Yee Chan, Hui Jie Lim and Gregory Collier to the Board (in conjunction with the resignation of Bruce Leith) and adopt a new Investing Policy pursuant to Rule 15 of the AIM Rules.
Consequently, a notice convening a General Meeting for 11:30 a.m. on 3 December 2012 at the offices of the Company, 31 Lombard Street, London, EC3V 9BQ, was sent today to shareholders.
As announced on 8 October 2012, the Company entered into a subscription agreement with a Financial Services Authority regulated broker on behalf of their clients via Peterhouse Corporate Finance, the Company's brokers, which envisaged raising £250,000 through the Loan Note Subscription.
The key terms of the Loan Notes being:
Gross proceeds of £250,000;
Repayable by 30 June 2014;
Subject to the receipt of any required regulatory approvals, both the Company and Loan Note holders may elect to convert the Loan Notes into Ordinary Shares at any time following the General Meeting at a price of 0.625 pence per Ordinary Share; and
Assuming full conversion of the Loan Notes and completion of the CVA the holders of the Loan Notes would hold 81.89 per cent. of the then enlarged Share capital.
As a result of the terms of the proposed CVA, the conversion price of the Loan Notes has been adjusted to reflect the value of Ordinary Share to be issued to creditors, subject to approval of the CVA and the Resolutions. The conversion price was adjusted from 2.5p as announced on 8 October to 0.625p.
This subscription has been made on the basis of approval of the Resolutions at the Company's GM. The proceeds of the Placing will be used to allow it to fulfil its Investing Policy, further details of which are set out below.
Subject to the Resolutions being approved at the General Meeting, Bruce Leith, will resign as director with immediate effect. It is proposed that Cheong Yee Chan, Hui Jie Lim and Gregory Collier are to be appointed to the Board in the positions of Executive Director, Executive Director, and Non-Executive Director respectively and resolutions to appoint each of them as directors are to be proposed at the GM.
At the General Meeting, the following Resolutions will be proposed, of which resolutions 1 to 6 will be proposed as ordinary resolutions and resolution 7 will be proposed as a special resolution:
Resolution 1, which will be proposed as an ordinary resolution, seeks approval for the CVA
Resolution 2, which will be proposed as an ordinary resolution, seeks approval for the Disposal in accordance with the terms of the Sale Agreement
Resolution 3, which will be proposed as an ordinary resolution, seeks approval for the proposed Investing Policy
Resolution 4, which will be proposed as an ordinary resolution, seeks approval for Cheong Yee Chan to be appointed to the board of the Company
Resolution 5, which will be proposed as an ordinary resolution, seeks approval for Hui Jie Lim to be appointed to the board of the Company
Resolution 6, which will be proposed as an ordinary resolution, seeks approval for Gregory Collier to be appointed to the board of the Company
Resolution 7, which will be proposed as a special resolution, seeks approval to change the name of the Company to Shidu Capital Plc
A copy of the notice and form of proxy are available on the Company's website: http://www.dlm.com
The letter from Angus Forrest, Chairman, which is included in the notice of the General Meeting is set out below. Save where capitalised terms are expressly defined in this announcement, all words and phrases defined in the Circular shall have the same meaning when used in this announcement, except where the context otherwise requires.
The Directors will abstain from voting on Resolution 1 due to their interests (as further described in paragraph 4 of the Circular) in the outcome of the CVA.
The Directors of the issuer accept responsibility for this announcement.
To the holders of Ordinary Shares and for information only to the holders of Options
Dear Shareholder,
Company Voluntary ArrangementDisposalAdoption of Investing PolicyBoard AppointmentsChange of NameNotice of General Meeting
The Company has announced today that it has entered into a conditional sale agreement with the Purchaser, dated 15 November 2012, for the sale of its intellectual property under the brand name Zenosis and related equipment for a cash consideration of £45,000 and royalty of 10 per cent. on any income received by the Purchaser from sales relating to it during the one year period from the date of the Sale Agreement,. Completion of the Sale Agreement is conditional upon approval by Shareholders at the General Meeting.
The Company also announced today that Intellego PDP has ceased trading, and that it proposes to enter the Company into a CVA, change its name to Shidu Capital Plc, issue the Loan Notes, appoint Cheong Yee Chan, Hui Jie Lim and Gregory Collier to the Board (in conjunction with the resignation of Bruce Leith) and adopt a new Investing Policy pursuant to Rule 15 of the AIM Rules.
The CVA is conditional on both the approval of Shareholders and of Creditors and as such a meeting of Creditors has been convened for 10:30 a.m. on 3 December 2012, immediately following which approval will be sought from Shareholders at the GM.
The purpose of this Document is to provide Shareholders with further information on the Proposals. The Disposal in conjunction with Intellego ceasing to trade will result in the Company becoming an Investing Company, as a consequence of which Rule 15 of the AIM Rules requires the Company to state its Investing Policy in this Document and to obtain approval of the Shareholders of that Investing Policy going forward. Further details of the Investing Policy are set out in paragraph 7 below.
Following approval of the Investing Policy by the Shareholders at the General Meeting, the Company will be required to make an acquisition or acquisitions which constitute a reverse takeover under the AIM Rules or otherwise implement its Investing Policy within 12 months of the General Meeting, failing which, the Company's Ordinary Shares would then be suspended from trading on AIM. If the Company's Investing Policy has not been implemented within 18 months of the General Meeting the admission to trading on AIM of the Ordinary Shares would be cancelled and the Directors will convene a general meeting of the Shareholders to consider whether to continue seeking investment opportunities or to wind up the Company and distribute any surplus cash back to Shareholders.
It was also announced today that the Company's Nominated Adviser has resigned with immediate effect. If the Company has not appointed a replacement Nominated Adviser within one month, the admission of the Ordinary Shares to AIM will be cancelled. Immediately following the completion of the General Meeting, the Company expects to appoint a new Nominated Adviser to the Company, and to request that the suspension of the Ordinary Shares from trading on AIM be lifted.
Information on Intellego and Zenosis
Intellego and Zenosis have each been operating for 10 years and were both acquired by DLM in 2008. The other operating companies, namely PIXELearning Limited, DLM Product Limited and DLM Professional Services Limited, are in the process of being wound up, liquidated or dissolved.
Intellego PDP LimitedIntellego concentrates on creating custom e-learning mostly for the financial services, pharmaceutical and retail industries with some exposure to other industries including aviation. It was formed through the acquisition of three businesses, namely eMedit Ltd, Copia Ltd and The Professional Development Partnership Ltd in 2006, 2007 and 2008 respectively. The sales team is based in London and production is in Newcastle.
Recently the business has been concentrating on a development strategy of partnering with organisations which sell consultancy and training.
The Company was subject to a company voluntary arrangement which was approved by creditors on 27 September 2012.
However, as a result of poor trading results and as part of the process of transforming DLM into an Investing Company, the Directors have placed Intellego PDP into liquidation.
For the six months ended 30 June 2012 the unaudited management accounts attributed a loss of £803,005 on revenues of £105,000 to Intellego. For the nine month period ended 31 December 2011 the unaudited management accounts attributed a loss of £676,168 on revenues of £410,914 to Intellego. As at 30 June 2012 the unaudited net liabilities of Intellego were £1,082,663.
Further information on Intellego can be found on its website, www.intellego.co.uk.
ZenosisZenosis is a library of 23 pharmaceutical courses which were acquired by the Company in 2008. The library is used by pharmaceutical companies to establish levels of competence with existing and new employees. The library is sold on a per user annual licence.
For the six months ended 30 June 2012 the unaudited management accounts of the Company attributed revenues of £nil to Zenosis. For the nine months ended 31 December 2011 the unaudited management accounts of the Company attributed revenues of £nil to Zenosis. As of 31 December 2011, being the last audited accounts for the Group, the value of all content modules was £58,414. This figure includes the Zenosis library.
Further information on Zenosis can be found on its website, www.zenosis.com.
Background to and reasons for the Disposal and the CVA
One of the principal objectives of the Company's quotation on AIM was to provide it with access to development capital as the business grew.
As explained in recent announcements, while the Board did believe that the opportunity existed to develop a substantial and profitable business for the Company, the Board recognised that in the more demanding current market environment trading was not sufficiently strong to attract development capital, that the prospects of delivering on this opportunity within the public environment and with its associated cost base are limited and that the major fundraising it hoped to achieve to finance an aggressive expansion based around a buy-and-build strategy had not succeeded.
In the first half of 2012 overheads had been increased significantly to manage the rapid growth of the Company. However, in the absence of the additional funding required to pay the increased business costs, the Board needed to find alternative ways to make the business profitable and therefore undertook several steps to reduce costs which included salary cuts, a company voluntary arrangement of Intellego and the winding up and closing down of subsidiaries, namely Pixelearning Ltd, DLM Products Ltd, DLM Professional Services Ltd and DLM Asia Ltd.
Despite the cost-cutting exercise undertaken by the Board and due, amongst other things, to the lack of forthcoming funding and the chain of events described above, the Company currently has outstanding creditors of approximately £670,000.
As a consequence of the financial position in which the Company finds itself, the Board no longer feels able to justify the continued costs associated with the operations of the Company. Although it was envisaged that all of the assets and liabilities of the Company would be disposed of to a private company which mirrors the current ownership of the Company, it became apparent that the costs and drawbacks of such an exercise would outweigh the benefits to Shareholders.
Any conversion of the Loan Notes is conditional on the number of Ordinary Shares to be issued to a holder of Loan Notes on conversion not resulting in such holder (when aggregated with any interests the Loan Note holder may hold in existing issued Ordinary Shares), being required to make a mandatory bid for all of the Ordinary Shares in the Company under the rules set out in the City Code on Takeovers and Mergers and most particularly under Rule 9 of the City Code on Takeovers and Mergers or any equivalent provision which amends or replaces Rule 9 of the City Code on Takeovers and Mergers.
The Loan Note Subscription has been made on the basis of approval of the Resolutions at the Company's GM. To this end the Company is pleased to report that the Disposal has been achieved conditional only on Shareholder approval.
As announced on 2 November 2012, the Company is proposing to enter into the CVA with its Creditors, the terms of which are set out in paragraph 4 below. If the CVA is approved by Shareholders and Creditors, the Disposal by Shareholders and the Loan Notes are granted, the Company's indebtedness and liabilities will be eliminated and the Company will have the necessary solvency to continue to trade as an Investing Company on AIM. On Completion, the Company will not hold any tangible operating assets or any liabilities other than the Loan Notes going forward. The asset base of the Company will comprise cash of approximately £200,000.
A CVA, if agreed, will allow the Company to avoid liquidation and to remain in existence. This will provide the Proposed Directors an opportunity to reposition the Company into an Investing Company, pursuant to the AIM Rules with an Investing Policy focused on investments in the Asia-Pacific.
If the CVA is not approved, the Directors believe that the only alternative would be for the Company to be placed into liquidation.
Terms of the CVA
Under the proposed terms of the CVA, the Creditors will, in aggregate, be offered a total of 6,694,546 new Ordinary Shares, which will be divided on a pro rata basis among the Creditors who make a valid claim as soon as possible and within twelve months of the date of the CVA being approved. The amount owed to Creditors currently stands at approximately £670,000, which means that Creditors should receive approximately 10 new Ordinary Shares for every £1 of debt. However, this is not guaranteed. The new Ordinary Shares to be held by Creditors will represent approximately 75.7 per cent. of the Enlarged Ordinary Share Capital of the Company. It is expected that the CVA will be approved at meetings to be held at 10:30 a.m. on 3 December 2012.
For the avoidance of doubt, Shareholders will retain their Ordinary Shares in the Company and the CVA would not result in any distribution being made to the Shareholders of the Company in their capacity as Shareholders.
The Directors have requested that Antony Batty of Antony Batty & Company LLP, 3 Field Court, Gray's Inn, London, WC1R 5EF acts as Nominee in respect of the proposal of the Directors for the CVA. Mr. Batty has provided his consent to act and his Nominee's Report will be filed at Court as required.
A copy of the Directors' proposal incorporating the Nominee's Report will be available for download from the following website as of 16 November 2012:
URL: https://www.thecreditorgateway.co.uk/Password: dm34sg46tc
Should any Shareholder wish to receive a paper copy of the proposal please contact Antony Batty & Company LLP on 020 7831 1234, or email [email protected], or write to the above noted address.
Notices of the Creditors' Meeting and Shareholder CVA Meeting, to be held on 3 December 2012, and a Form of Proxy enabling you to vote at the meetings may be found in the proposal document. Following completion of the Forms of Proxy these should be returned to Company at, 31 Lombard Street, London, EC3V 9BQ, to be received by no later than 11:30 a.m. on 30 November 2012.
Copies of the circular to Creditors containing information on the proposed CVA and accompanying statutory information on the Company including a statement of affairs of the Company as at 31 October 2012 can be downloaded from the website provided above.
Resolution 1 seeks Shareholder approval to the CVA. Due to their interests as creditors of the Company in the outcome of the CVA (as set out below), the Directors will abstain from voting on this Resolution. Set out below are the interest of the Directors:
* acted as a director within the last 12 Months
Summary of the Sale Agreement
Pursuant to the Sale Agreement the Company has, subject to Shareholder approval, agreed to sell Zenosis and related equipment to the Purchaser. The Purchaser has agreed to pay £35,000 in cash for Zenosis and an additional £10,000 in cash to purchase related equipment which includes computers. DLM is also entitled to receive a royalty of 10 per cent. on any income received by the Purchaser from sales relating to the exploitation of these assets during the one year period from the date of the Sale Agreement. The royalty is payable in cash quarterly in arrears until 31 December 2013.
The buyer, LeoPink Limited, is a company run by a management team with more than 20 years' experience of starting and growing companies in the training and learning sector.
The proceeds from the Disposal received by the Company will be used by the Company for general working capital purposes.
The Loan Notes
PCF has placed £250,000 of zero-coupon Loan Notes which are convertible into 40,000,000 new Ordinary Shares in the Company at the Conversion Price. The issue of the Loan Notes is conditional on approval of the Resolutions and the approval of the CVA at meetings of the Creditors and Shareholders. The net proceeds of the Loan Note Subscription are estimated at approximately £200,000. The Loan Note can be converted at any time following the GM, until 3 December 2015 at the will of the Loan Note holder. The proceeds of the Loan Note Subscription will be used to allow the Company to fulfil its Investing Policy, further details of which are set out in paragraph 7.
Conditional on the Proposals being approved by Shareholders at the General Meeting, the Company has agreed to issue Peterhouse Corporate Finance Limited a warrant which is exercisable over 3 per cent. of the Company's issued share capital from time to time. This Warrant will be exercisable at the Conversion Price until 3 December 2015.
Following completion of the CVA and assuming full conversion under the Loan Note Subscription, the holders of the Loan Notes will, in aggregate, hold approximately 81.89 per cent. of the then enlarged share capital. Further, assuming full conversion of the Loan Notes and if the Warrants are exercised immediately following Completion, the holders of the Loan Notes will, in aggregate, hold approximately 79.46% per cent. of the then enlarged share capital.
Shareholders should be aware that the Loan Note Subscription is conditional upon the passing of all of the Resolutions and the approval of the CVA. If the CVA is not approved or any of the Resolutions are not passed then the Loan Note Subscription will not proceed and the Company will have to consider commencing liquidation proceedings.
Proposed Investing Policy
The Company's Investing Policy set out below, is subject to Shareholder approval and will be proposed as Resolution 3 at the General Meeting:
On Completion, the Company will have disposed of or wound up all of its trading businesses and therefore, under Rule 15 of the AIM Rules, it will be re-classified as an Investing Company and will be required to adopt an Investing Policy, which must also be approved by Shareholders.
The Continuing Directors believe that since the onset of the global financial crisis of the late 2000s, the world economy has increasingly been driven by emerging economies, particularly those in Asia, and the role played by advanced economies in the current global economic recovery has become progressively smaller. More advanced economies such as the United States and Europe still face a number of economic challenges in 2012 and it is believed by the Proposed Directors that it will take some time before the global economy recovers to previous levels of growth. However, emerging Asian economies, such as China, India and Association of Southeast Asian Nations, are now experiencing growth, supported by a significant rise of the middle-class individuals in these economies. The Continuing Directors believe that an opportunity exists to acquire and consolidate holdings in companies operating in these economies, with the intention of creating value for Shareholders.
It is planned that the Company will move its base of operation to Hong Kong, while having a presence in London, Singapore and China. The Company intends the main focus of the investment policy to be on the exploitation of natural resources. This will include both the generation of and trading in minerals and commodities in the emerging and high-growth markets of the world, focusing on Asia-Pacific. This will not preclude the Company from considering investments in suitable projects in other regions and sectors where the Continuing Directors believe that there are high-growth opportunities.
The Company's proposed name, Shidu, means 'ten dimensions' in Chinese and this represents the Company's proposed Asia-centric focus and reflects the different sectors which the Company wishes to explore. Rather than focusing on investments in a single sector, the Continuing Directors will seek to diversify the Company's investment portfolio and make investments into a variety of sectors, so as to minimise sector specific risks and to maximise the benefits from the growth of the Asian economy.
The Continuing Directors see Asia-Pacific as having considerable growth potential for the foreseeable future and many of the prospects they have identified are in this region. The Continuing Directors will focus on early stage investments and believe that any investment target will have at least one of three key components: a strong management team; an innovative product proposal and high growth potential.
It is anticipated that the main driver of success for the Company will be its focus, during the investment screening process, on the management involved in the potential investee companies and the potential value creation that the team of people is capable of realising. The Company intends to be an active investor. Accordingly, where the Continuing Directors feel that an investee company would benefit from their skills and expertise, they may look to seek representation on the board of the investee company.
In the first instance, the new capital available to the Company will be used to locate, evaluate and select the investment opportunities which would offer the greatest potential return for Shareholders in the long term. Once the Continuing Directors have identified the most attractive investments, the Company may require further funds in order to take up these opportunities. It is the intention of the Continuing Directors to undertake further fundraising, if such an opportunity should arise. The Company does not currently intend to fund any investments with debt or other borrowings but may do so if appropriate. Investments may be made in all types of assets falling within the remit of the Investing Policy and there will be no investment restrictions.
The Continuing Directors may consider it appropriate to take an equity interest in any proposed investment which may range from a minority position to 100 per cent. ownership. Proposed investments may be made in either quoted or unquoted companies and structured as a direct acquisition, joint venture or as a direct interest in a project.
The Company will seek investment opportunities which can be developed through the investment of capital or where part of or all of the consideration could be satisfied by the issue of new Ordinary Shares or other securities in the Company. The opportunities would generally have some or all of the following characteristics, namely:
a majority of their revenue derived from the Asia-Pacific, and strongly positioned to benefit from the region's growth;
a trading history which reflects past profitability or potential for significant capital growth going forward; and
where all or part of the consideration could be satisfied by the issuance of new Ordinary Shares or other securities in the Company.
The Continuing Directors believe that their broad collective business experience in the areas of investment and trading natural resources will assist them in the identification and evaluation of suitable opportunities and will enable the Company to achieve its investing objectives.
New investments will be held for the medium to longer term, although shorter term disposal of any investments cannot be ruled out. There will be no limit on the number of projects into which the Company may invest and the Company's financial resources may be invested in a number of propositions or in just one investment, which may be deemed to be a reverse takeover pursuant to Rule 14 of the AIM Rules. Where the Company builds a portfolio of related assets it is possible that there may be cross-holdings between such assets.
The Continuing Directors believe that the status of the Company as an Investing Company will enable it to fund investments or acquisitions using a mixture of cash, equity and/or debt and intend to actively monitor these investments.
The Company will identify and assess potential investment targets and where it believes further investigation is required, intends to appoint appropriately qualified advisers to assist. The Company will not have a separate investment manager.
The Company intends to deliver Shareholder returns principally through capital growth rather than capital distribution via dividends.
The Directors confirm that, as required by the AIM Rules, they will at each annual general meeting of the Company seek Shareholder approval of its Investing Policy.
Following on from adopting an Investing Policy, the Company will be required to make an acquisition or acquisitions which constitute a reverse takeover under the AIM Rules or otherwise implement its Investing Policy within 12 months of the General Meeting, failing which the Ordinary Shares would then be suspended from trading on AIM. If the Investing Policy has not been implemented within 18 months of the General Meeting the admission to trading on AIM of the Ordinary Shares would be cancelled and the Directors will convene a general meeting of the Shareholders to consider whether to continue seeking investment opportunities or to wind up the Company and distribute any surplus cash back to Shareholders.
The adoption of the Investing Policy will provide the Continuing Directors with the flexibility to actively seek out and acquire new investment opportunities, which the Continuing Directors believe, with the injection of cash from the granting of the Loan Notes, the elimination of Creditors through the CVA and the Company's management expertise, has the potential to create significant value for Shareholders.
Future Dividends Policy
The initial focus of the Company will be the achievement of capital growth for Shareholders and therefore the Company will only consider the payment of dividends as and when it is appropriate to do so. As such, it is not possible at this stage to give an indication of the likely level or timing of any future dividends. To the extent that any dividends are paid they will be paid in accordance with any applicable laws and the regulations to which the Company is subject. The amount of the dividends paid to Shareholders will fluctuate according to the levels of profits earned by the Company and will be dependent on sufficient distributable reserves being available to the Company.
The Board currently consists of myself, Angus Forrest, as Chairman and Bruce Leith as Executive Director. Subject to the Resolutions being approved, Bruce Leith is to resign from office immediately following the GM.
It is proposed that Cheong Yee Chan, Hui Jie Lim and Gregory Collier are to be appointed to the Board in the positions of Executive Director, Executive Director, and Non-Executive Director respectively and resolutions to appoint each of them as directors of the Company are to be proposed at the GM.
Cheong Yee Chan (Executive Director- aged 48)Mr. Chan obtained a Bachelor of Science degree from the College of Business Administration of The University of South Florida in the United States of America. Mr. Chan is experienced in dealing in securities, fund management, corporate management, corporate finance and managing listed investment companies under Chapter 21 of the Listing Rules of the Stock Exchange of Hong Kong.
To date, Mr. Chan is the Executive Director of China Innovation Investment Limited, Bingo Group Holdings Limited, China Investment and Finance Group Limited, and China Investment Development Limited, all companies listed on the Hong Kong Stock Exchange. Mr. Chan is also a Non-Executive Director of Agritrade Resources Limited, listed on the Hong Kong Stock Exchange.
Hui Jie Lim (Executive Director- aged 25)Mr. Lim graduated from Monash University in Australia with a Bachelor of Business and Commerce degree. Mr. Lim has been involved in several business ventures ranging from training and education, and marketing and advertising, to commodities trading, consumer electronics and information communications technology. Mr. Lim is also an Executive Director of ISDX-quoted Early Equity Plc.
Mr. Lim is currently pursuing his Masters in Business Administration under the EMBA-Global Asia Programme, jointly organised by London Business School, Columbia Business School and University of Hong Kong.
Gregory Collier (Non-Executive Director- aged 51)Mr. Collier brings 31 years of financial and commercial experience, having been involved in running businesses in contract cleaning, leisure, restaurant, property, and toy distribution. In 1980, Mr. Collier founded 'Office Kleen General Maintenance', a building maintenance and services company which was subsequently acquired by Initial Services (now part of Rentokil Group). In 1986 he founded one of the first paintball leisure centres in the UK and subsequently was a partner in a number of entertainment and fitness ventures, including a Mayfair club and restaurant and a fitness centre in London. More recently he has been involved in a toy distribution business and as Director of ISDX- quoted companies Metroelectric Plc; Imperial Music and Media Plc; Etaireia Investments Plc; and Early Equity Plc.
In addition to the proposed directorships of the Company, the Proposed Directors hold or have held the following directorships (including directorships of companies registered outside England and Wales), or have been partners in the following partnerships within the five years prior to the date of this Document:
Gregory Collier was a director and shareholder of The Bread Store Limited, a company incorporated in England and Wales with company number 06239188. He resigned as a director on 30 June 2008 and ceased to be a shareholder on the same day when his entire shareholding was transferred to Mr David Goodger. At the time of his resignation, and the transfer of his shareholding, The Bread Store Limited (at the time named Iver Heath Properties Limited) was a dormant company and had not traded. Subsequent to Mr Collier ceasing to have any interest or control over the affairs of The Bread Store Limited a notice of the appointment of a liquidator was lodged in respect of this company at Companies House on 1 May 2009.
Save as disclosed above, no Proposed Director has:
had any unspent convictions in relation to indictable offences;
had a bankruptcy order made against him or entered into an individual voluntary arrangement;
been a director of any company or been a member of the administrative, management or supervisory body of an issuer or a senior manager of a company or partnership which has been placed in receivership, compulsory liquidation, creditors' voluntary liquidation, administration, company voluntary arrangement or partnership voluntary arrangement, or which entered into any composition or arrangement with its creditors generally or any class of its creditors whilst he was acting in that capacity for that company or within the 12 months after he ceased to so act;
been a partner in any partnership placed into compulsory liquidation, administration or partnership voluntary arrangement where such director was a partner at the time, or within the 12 months preceding such event;
been subject to receivership in respect of any asset of such Director or of a partnership of which the Director was a partner at the time, or within 12 months preceding such event; or
been subject to any official public incriminations or sanctions by any statutory or regulatory authority (including designated professional bodies) nor has such Director been disqualified by a court from acting as a director of a company or from acting as a member of the administrative, management or supervisory bodies of a company, or from acting in the management or conduct of the affairs of any company.
As at the date of this Document none of Cheong Yee Chan, Hui Jie Lim and Gregory Collier hold any Ordinary Shares.The above information is based upon that supplied to the Company to date and any further disclosures or amendments required under the AIM Rules will be notified in accordance with the AIM Rules.
Change of Name
In view of the change in the nature of the business, it is proposed that the Company's name be changed to "Shidu Capital Plc".
The Company's proposed name, Shidu, means 'ten dimensions' in Chinese and this represents the Company's proposed Asia-centric focus.
AIM Suspension
Immediately following the completion of the General Meeting, the Company expects to appoint a new Nominated Adviser to the Company, and to request that the suspension of the Ordinary Shares from trading on AIM be lifted.
General Meeting
The Notice convening the General Meeting at which the Resolutions will be proposed is set out at the back of this Document. A summary of the Resolutions is set out below. Please note that unless all of the Resolutions are passed the Proposals outlined in this Document will not proceed and the Directors will be forced to implement proposals to put the Company into liquidation.
Action to be taken by Shareholders
A Form of Proxy for use in connection with the General Meeting accompanies this Document. The Form of Proxy should be completed in accordance with the instructions printed thereon and returned to the Company at, 31 Lombard Street, London, EC3V 9BQ, as soon as possible, but in any event so as to be received by 11.30 a.m. on 30 November 2012.
The completion and return of a Form of Proxy will not preclude Shareholders from attending the General Meeting and voting in person, should they so wish. Shareholders who hold their Ordinary Shares through a nominee should instruct the nominee to submit the Form of Proxy on their behalf.
Documents available
Copies of this Document will be available to the public, free of charge, at the offices of the Company, 31 Lombard Street, London, EC3V 9BQ, during usual business hours on any weekday (Saturdays, Sundays and public holidays excepted) for one month from the date of this Document. This Document will also be available on the Company's website www.dlmplc.com
Copies of the circular to Creditors containing information on the proposed CVA and accompanying statutory information on the Company including a statement of affairs of the Company as at 31 October 2012 can be downloaded from:
URL: https://www.thecreditorgateway.co.ukPassword: dm34sg46tc
Board Recommendation
The Directors are significant creditors of the Company, and as such are considered to have a conflict of interest in relation to the CVA, which prevents them from expressing their views of the merits of the CVA. Therefore the Director have decided to abstain from voting on the CVA Resolution.The Board considers the approval of the rest of the Proposals to be in the best interests of the Shareholders as a whole. Accordingly, the Board unanimously recommends that Shareholders vote in favour of the Resolutions 2 to 7 to be proposed at the General Meeting, as they intend to do themselves in respect of their own shareholdings.
Yours sincerely,Angus ForrestChairman
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Family brewery Krušnohor
The dream of the diehard beer lovers of Kraslice will finally come true. In the outskirts of the city, specifically in Tisová, a family brewery shall open soon, whose original name of Krušnohor (literally "highlander from the 'Grim Mountains'") hints what qualities to expect from the new hop drink and for whom it is intended. It shall please real mountaineers, beer connoisseurs, and everybody who likes beer with the right kick.
Krušnohor wants to brew especially beers of pronounced bitterness, which shall make them great beers of distinguished taste to remember. Although the Kraslice brewery shall open in the beginning of March, you may enjoy several brands of Krušnohor in bottles or on tap in the popular Švejk restaurant in the mountain village of Bublava.