IBC Proposes to Re-Price Warrants
FRANKLIN, Ind., April 27, 2021 (GLOBE NEWSWIRE) — IBC Advanced Alloys Corp. (TSX-V:IB; OTCQB:IAALF) (“IBC” or the “Company”) a leading beryllium and copper advanced alloys company, announces that they are submitting an application to the TSX Venture Exchange (the “TSXV”) to amend the exercise price of 19,657,297 previously granted common share purchase warrants (the “Warrants”) issued pursuant to a private placement of 19,893,670 units that closed on May 25, 2016.
Subject to TSXV approval, the Company expects to amend the exercise price of the Warrants from C$0.50 to C$0.24 per Warrant (the “Warrant Repricing”). The Warrants are exercisable until May 24, 2021 and, to date, 236,373 of the Warrants have been exercised.
As certain directors and officers of the Company own Warrants, the Warrant Repricing constitutes a related-party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of amended Warrants held by insiders nor the consideration paid by such persons upon the exercise of such amended Warrants would exceed 25% of the Company’s market capitalization.
In order to comply with TSXV limits on insider participation, it is anticipated that certain other directors and officers of the Company will agree not to exercise some or all of their Warrants following the Warrant Repricing.
On Behalf of the Board of Directors:
Mark Smith, CEO and Chairman
Mark Smith, CEO and Chairman
Jim Sims, Director of Investor and Public Relations
IBC Advanced Alloys Corp.
+1 (303) 503-6203
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”.
Certain information contained in this news release may be forward-looking information or forward-looking statements as defined under applicable securities laws. Forward-looking information and forward-looking statements are often, but not always identified by the use of words such as “expect”, “anticipate”, “believe”, “foresee”, “could”, “estimate”, “goal”, “intend”, “plan”, “seek”, “will”, “may” and “should” and similar expressions or words suggesting future outcomes. This news release includes forward-looking information and statements pertaining to, among other things, the proposed amendment to the exercise price of the Warrants, expectations regarding TSXV approval and the expected participation by certain directors and officers. Forward-looking statements 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 or its customers operate, including the semiconductor manufacturing and oil and gas industries, risks associated with manufacturing activities, 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. As a result of these risks and uncertainties, 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.
Please see “Risks Factors” in our Annual Information Form available under the Company’s profile at www.sedar.com, for information on the risks and uncertainties associated with our business. Readers should not place undue reliance on forward-looking information and statements, which speak only as of the date made. The forward-looking information and statements contained in this release represent our expectations as of the date of this release. We disclaim any intention or obligation or undertaking to update or revise any forward-looking information or statements whether as a result of new information, future events or otherwise, except as required under applicable securities laws.