FRANKLIN, INDIANA–(Marketwired – July 12, 2017) –
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.
IBC Advanced Alloys Corp. (TSX VENTURE:IB)(OTCQB:IAALF) (“IBC” or the “Company”), a leading beryllium and copper advanced alloys company, is pleased to announce the completion of a non-brokered private placement (the “Private Placement“) for gross proceeds of C$1.4 million.
The funds raised under the Private Placement will be used to provide general working capital and to support a current production ramp-up necessary to meet growing customer orders, as well as to serve as a bridge financing until IBC has achieved sustained cash-flow-positive operations, which the Company estimates will be achieved by the end of the calendar year.
“We were very pleased with the positive response to this offering, and it was driven primarily by existing shareholders who wanted to increase their investment in the Company,” said Major General David “Duncan” Heinz, IBC’s President and Chief Executive Officer. “With incoming product orders and sales increasing in both the copper and beryllium alloys divisions, these funds will help provide sufficient day-to-day working capital as a bridge to sustained profitability.”
In connection with the closing of the Private Placement, the Company issued 3,828,525 units (“Units“) at a price of $0.375 per Unit for gross proceeds of C$1,435,598.50. Each Unit consists of one common share (“Common Share“) of IBC and a one-half of one transferable share purchase warrant (“Warrant“). Each full Warrant entitles the holder to acquire an additional Common Share of IBC at a price of C$0.45 for a period of two years from the closing date of the Private Placement. The Warrants contain an acceleration provision, pursuant to which, the Warrant holders will either need to exercise the Warrants or have them expire within 60 days if IBC’s common shares trade at C$0.90 or greater for 21 consecutive trading days. The acceleration clause will come into effect after the one-year anniversary of the Warrant issuance.
Certain directors and senior officers of the Company subscribed for an aggregate of 263,333 Units in the Private Placement for gross proceeds of $98,750. Each of these subscriptions constitutes a “related party transaction” within the meaning of TSX Venture Exchange Policy 5.9 – Protection of Minority Security Holders in Special Transactions and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation on the basis that neither the fair market value of the securities distributed to, nor the consideration received from, the related parties exceed more than 25% of the Company’s market capitalization.
In connection with the Private Placement, IBC paid finder’s fees in the aggregate amount of C$24,996.25 in cash and issued 66,656 non-transferable common share purchase warrants (each, a “Finder’s Warrant“). Each Finder’s Warrant is exercisable on the same terms as those Warrants issued to subscribers in the Private Placement.
All securities issued in connection with the Private Placement, and all securities issued upon exercise of those securities, are subject to a four-month-and-one-day “hold period” expiring on November 12, 2017 as prescribed by the TSX Venture Exchange and applicable securities laws. Completion of the Private Placement is subject to final approval of the TSX Venture Exchange.
On behalf of the Board of Directors, IBC ADVANCED ALLOYS CORP.
David “Duncan” Heinz, Maj Gen, USMC (ret)
@IBCAdvanced $IB $IAALF
About IBC Advanced Alloys Corp.
IBC is a leading beryllium and copper advanced alloys company serving a variety of industries such as defense, aerospace, automotive, telecommunications, precision manufacturing, and others. IBC’s Copper Division manufactures and distributes a variety of copper alloys as castings and forgings, including beryllium copper, chrome copper, and aluminum bronze. IBC’s Engineered Materials Division makes the Beralcast® family of alloys, which can be precision cast and are used in an increasing number of defense, aerospace, and other systems, including the F-35 Joint Strike Fighter. IBC’s has production facilities in Indiana, Massachusetts, Pennsylvania, and Missouri. The Company’s common shares are traded on the TSX Venture Exchange under the symbol “IB” and the OTCQB under the symbol “IAALF”.
CAUTIONARY STATEMENTS
This news release was prepared by management of IBC, which takes full responsibility for its contents. The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy of this news release. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This disclosure contains certain forward-looking statements that involve substantial known and unknown risks and uncertainties, certain of which are beyond the Company’s control including: the impact of general economic conditions in the areas in which the Company operates, industry conditions, changes in laws and regulations including the adoption of new environmental laws and regulations and changes in how they are interpreted and enforced, increased competition, the lack of availability of qualified personnel or management, limited availability of raw materials, fluctuations in commodity prices, foreign exchange or interest rates, stock market volatility and obtaining required approvals of regulatory authorities. In addition there are risks and uncertainties associated with manufacturing activities therefore the Company’s future results, performance or achievements could differ materially from those expressed in these forward-looking statements. All statements included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on assumptions made by the Company based on its experience, perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances.
Jim Sims
Investor and Public Relations
+1 (303) 503-6203
[email protected]
www.ibcadvancedalloys.com
