Magnetic North Acquisition Corp. Announces Purchase Agreement With Intergild
26 Août 2020 - 1:30PM
Magnetic North Acquisition Corp. (TSXV: MNC)
(“
Magnetic North” or the
“
Company”) is pleased to announce it has entered
into a purchase agreement (the “
Agreement”) with
Intergild Advanced Recycling Technologies
(“
Intergild”) to acquire all of the issued and
outstanding shares of Intergild (the
“
Transaction”).
Magnetic North intends to merge Intergild into
the Company’s previously announced and closed investment in CXTL
Recycling Canada Corp. (“CXTL”) to augment CXTL’s
e-waste recycling solution. Intergild will add significant
expertise and a process that allows for the selective separation of
the plastic, fibre and metal components of e-waste, and the
crystallization of the metals, into marketable commodities. In
addition, the Agreement will add intellectual property to CXTL, and
as a result, Magnetic North’s portfolio.
The integration into CXTL will create a complete
e-waste recycling solution, which provides full reclamation and
monetization for all parts of the e-waste stream in a low-emission
system that does not require smelting or a high-energy input.
Magnetic North, CXTL and Intergild have been working closely
together for the last ten months in order to advance Intergild’s
technology, with optimized demonstration machines operating
successfully for the last four months. Independent third-party due
diligence has been completed, and engineering reports have
certified the process.
E-waste is one of the fastest growing waste
problems on the planet. According to the United Nations
Coalition Report on E-waste, the growth and value of this waste
stream presents a significant global problem, which management
believes presents a significant opportunity for the Company. The
report references the value of the gold in e-waste that was
discarded in 2019 at an estimated US$62.5 billion, which may
ultimately be doubled when e-waste’s other valuable metals and
components are considered.
Andrew Osis, Co-CEO Magnetic North stated, “This
combination is part of the advantages Magnetic North offers by
sourcing, acquiring and integrating complementary technologies that
advance the strategy of its investee companies and enhance value
for all stakeholders.”
Graham Fritz, Founder and CEO of Intergild
commented, “This integration will form a technologically advanced
e-waste operation with significant potential to contribute to the
circular economy that is essential for the planet’s future.”
John Blair, CEO of CXTL stated, “The addition of
Intergild to CXTL enables greater efficiency in the processing of
e-waste to fully monetize all aspects of its valuable components,
adding to the ecological and economic sustainability of our e-waste
solution.”
Under the Agreement, Magnetic North will issue
to the shareholders of Intergild 400,000 Series A Preferred Shares
of the Company at a price of $10.00 per share in consideration of
all issued and outstanding shares of Intergild, resulting in
Intergild becoming a wholly-owned subsidiary of Magnetic North. The
terms of the Series A Preferred Shares are described in Magnetic
North’s most recent financial statements for the second quarter
ended March 31, 2020.
The Series A Preferred Shares are offered and
sold in Canadian jurisdictions to "accredited investors" pursuant
to the exemption from the prospectus requirement under Section 2.3
of National Instrument 45-106 – Prospectus Exemptions and such
other exemptions from the prospectus requirements and subject to
certain conditions including, but not limited to, the receipt of
all necessary regulatory approvals including the approval of the
TSX Venture Exchange.
About Magnetic North Acquisition Corp.
Magnetic North invests and manages businesses on
behalf of its shareholders and believes that capital alone does not
always lead to success. With offices in Calgary and Toronto, our
experienced management team applies its considerable management,
operations and capital markets expertise to ensure its investee
companies are as successful as possible for shareholders. Magnetic
North Common Shares trade on the TSX Venture Exchange under the
stock symbol MNC. For more information about Magnetic North, visit
its website at www.magneticnac.com. Magnetic North’s securities
filings can also be accessed at www.sedar.com.
For further information, please
contact: |
|
|
|
Graeme Dick |
Kevin Spall |
Andrew Osis |
Investor Relations |
Co-CEO |
Co-CEO |
403-561-8989 |
|
|
graeme@colwellcapital.com |
kevin@magneticnac.com |
andrew@magneticnac.com |
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this news release.
CAUTIONARY STATEMENT REGARDING FORWARD
LOOKING INFORMATION
This news release contains “forward-looking
information” within the meaning of Canadian securities legislation.
Forward-looking information generally refers to information about
an issuer’s business, capital, or operations that is prospective in
nature, and includes future-oriented financial information about
the issuer’s prospective financial performance or financial
position. The forward-looking information in this news
release includes the successful closing of the Transaction which,
among other risks, is subject to standard closing conditions as
well as to approval of the TSX Venture Exchange, as well as the
successful integration of the Intergild business and technology,
which is also subject to certain risks, including those set forth
below.
The Company has made certain material
assumptions, including but not limited to assumptions with respect
to: prevailing market conditions; general business, economic,
competitive, political and social uncertainties; receipt of all
necessary approvals to complete the Transaction; and the ability of
the Company to execute and achieve its business objectives to
develop the forward-looking information in this news release. There
can be no assurance that such statements will prove to be accurate,
as actual results and future events could differ materially from
those anticipated in such statements. Accordingly, readers should
not place undue reliance on forward-looking statements.
Actual results may vary from the forward-looking
information in this news release due to certain material risk
factors. These risk factors include but are not limited to: the
fact that Intergild has a limited history of operations;
limitations inherent in the due diligence process; adverse market
conditions; reliance on key and qualified personnel; emergence of
superior technologies; as well as regulatory and other risks
associated with the industries in which each of Intergild and the
Company's other portfolio companies operate. The Company cautions
that the foregoing list of material risk factors and assumptions is
not exhaustive.
The Company assumes no obligation to update or
revise the forward-looking information in this news release, unless
it is required to do so under Canadian securities legislation.
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