|By Marketwired .||
|January 29, 2014 05:00 PM EST||
TORONTO, ONTARIO -- (Marketwired) -- 01/29/14 -- Innovative Composites International Inc. (CSE: IC)(CNSX: IC)(OTCQX: ICIZF) ("ICI", or the "Company") is pleased to announce that the Company has entered into a non-binding Memorandum of Understanding ("MOU") for the acquisition of a leading plastic injection molding business based in Eastern Ontario (the "Target Entity"). Management of ICI believes that the acquisition and integration of the Target Entity will help facilitate growth for ICI, while increasing its research, engineering, production and overall operational efficiencies.
The Target Entity is a well established private business with over 25 years of producing high quality products for the automotive, electronics, industrial, and medical / biotech sectors.
The terms of the MOU call for ICI's acquisition of all the Target Entity's common shares for a value of $10M, $7.5M paid in cash on closing and $2.5M convertible into ICI shares at $0.15/share over the next 5 years. In addition, ICI will issue to the vendors 5 year warrants that are exercisable at $0.15/share subject to the Target Entity achieving certain financial performance benchmarks.
Additionally, current management will enter into 5 year consulting and non-competition agreements to ensure the successful operation and integration of the Target Entity into ICI.
The transaction is subject to standard due diligence, financing conditions and exchange approvals, and is scheduled to close in late March 2014.
Mark Rivers, CEO of the Company, commented: "We are extremely pleased to have entered into this non-binding MOU with the Target Entity. We anticipate that their integration into ICI will significantly improve operating efficiencies at ICI. The Target Entity has significant tooling, research and testing facilities which will support ICI's manufacturing. Furthermore ICI will be able to achieve additional efficiencies by implementing the Target Entity's successful enterprise resource and planning software across both companies as well as allowing for greater purchasing power on raw material inputs. We welcome the opportunity to work with the Target Entity's management team and look forward to growing ICI's business together."
About Innovative Composites International Inc.
Headquartered in Toronto, Canada, Innovative Composites International Inc. is a high-tech engineering and manufacturing company whose goal is to utilize its proprietary "green" composite materials and building systems to provide innovative, engineered product solutions to markets that include automotive and transportation, shelters and containers, construction and housing, and industrial applications.
To find out more about ICI please visit our website at: www.innovativecompositesinc.com.
Statements made in this press release include forward-looking statements that involve a number of risks and uncertainties. These statements relate to future events or future performance and reflect management's current expectations and assumptions. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements, such as the economy, generally, competition in its target markets, the demand for ICI's products and the availability of funding. These forward-looking statements are made as of the date hereof and ICI does not assume any obligation to update or revise them to reflect new events or circumstances. Actual events or results could differ materially from ICI's expectations and projections.
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.