November 5, 2019, TORONTO, ON – Gratomic Inc. (“GRAT” or the “Company”) (TSX-V: GRAT) (FRANKFURT:CB81, WKN:A143MR) wishes to announce that it intends to proceedwith a 5 to 1 consolidation (the “Consolidation”) of its outstanding capital, subject to shareholder approval, and proceed with up to a $2.5 million non-brokered private placement of up to 44,500,000 post-Consolidation Working Capital Units (“WC Units”) (the “Post-Consolidation WC Offering”).
Further to the Company’s press release of October 4, 2019, a Special Meeting of the shareholders of the Company has been called for November 25, 2019 (the “Meeting”) to seek shareholder approval to the Consolidation. There are currently 169,671,739 common shares issued and outstanding. If shareholders approve the Consolidation, there will be 33,934,343 post-consolidated common shares issued and outstanding after giving effect to the Consolidation and before giving effect to the Post-Consolidation WC Offering.
Each WC Unit is priced at $0.05625 and consists of one (1) post-consolidated common share and one (1) common share purchase warrant (“WC Warrant”). Each WC Warrant entitles the holder to purchase one (1) post-consolidated common share (a “WC Warrant Share”) at a price of $0.10 per WC Warrant Share until the earlier of: (i) three (3) years following the Closing of the Post-Consolidation WC Offering; and (ii) in the event that the closing price of the Common Shares on the TSX Venture Exchange is at least $0.30 for twenty (20) consecutive trading days, and the 20th trading day (the “Final Trading Day”) is at least four (4) months from the Closing Date, the date which is thirty (30) days from the Final Trading Day.
Eligible Finders may receive 5% of the value of proceeds of the sale of WC Units in cash and 5% of the number of WC Units sold in the form of broker warrants. Each broker warrant (a “Broker Warrant”) issued in respect of the sale of WC Units entitles the holder to acquire one (1) post-consolidated common share of the Company at $0.05625 for a period of three (3) years from the Closing of the Post-Consolidation WC Offering.
The Company expects to close the Post-Consolidation WC Offering within ten (10) business days following the Meeting, subject to TSX Venture Exchange approval, or such other date as is agreed between the Company and the subscribers. All securities issued under the Post-Consolidation WC Offering are subject to a statutory four month hold period.
Insiders of the Company may subscribe for up to 25% of the Post-Consolidation WC Offering. The insider private placements are exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 (“MI 61-101”) by virtue of the exemptions contained in sections 5.5(a) and 5.7(1) (a) of MI 61-101 in that the fair market value of the consideration for the securities of the Company which may be issued to the insiders does not exceed 25% of its market capitalization.
About Gratomic Inc.
Gratomic is an advanced materials company focused on mine to market commercialization of graphite products most notably high value graphene based components for a range of mass market products. We have a JV collaborating with Perpetuus Carbon Technology, a leading European manufacturer of graphenes, to use Aukam graphite to manufacture graphene products for commercialization on an industrial scale. The Company is listed on the TSX Venture Exchange under the symbol GRAT.
For more information: visit the website at www.gratomic.ca or contact:
Arno Brand, Co-CEO, +1 416-561-4095
Jakson Inwentash, Director, 1 416-454-9892
“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.”
FORWARD LOOKING STATEMENTS: This news release contains forward-looking statements, which relate to future events or future performance and reflect management’s current expectations and assumptions. Such forward-looking statements reflect management’s current beliefs and are based on assumptions made by and information currently available to the Company. Investors are cautioned that these forward-looking statements are neither promises nor guarantees and are subject to risks and uncertainties that may cause future results to differ materially from those expected. These forward-looking statements are made as of the date hereof and, except as required under applicable securities legislation, the Company does not assume any obligation to update or revise them to reflect new events or circumstances. All of the forward-looking statements made in this press release are qualified by these cautionary statements and by those made in our filings with SEDAR in Canada (available at www.sedar.com).