Alabama Graphite Receives Court Approval for Acquisition by Westwater Resources
The Energy GraphiteTM Company
Sourced and Manufactured in the United States of America
TORONTO, March 19, 2018 (GLOBE NEWSWIRE) -- Alabama Graphite Corp. (“Alabama Graphite” or the “Corporation”) (TSX-V:CSPG) (OTCQB:CSPGF) (FRANKFURT:1AG) is pleased to announce that the Corporation has received a final order from the Supreme Court of British Columbia approving the acquisition by US-based Westwater Resources, Inc. (“Westwater”) (NASDAQ:WWR), through a wholly-owned subsidiary, of all of the issued and outstanding securities of Alabama Graphite by way of a Plan of Arrangement (the “Arrangement”).
President Tyler Dinwoodie commented, “We are very pleased to be in receipt of the Final Order from the BC Supreme Court, which represents an important milestone for the Corporation as we continue to move towards the completion of the Plan of Arrangement transaction. CEO Dr. Gareth Hatch and I are pleased to be joining Westwater, as we move forward and rapidly accelerate our business strategy for Alabama Graphite to become the first American pure-play battery-graphite manufacturer in the United States.”
As previously announced, securityholders of Alabama Graphite approved the Arrangement at a special meeting of securityholders held on March 9, 2018, with 97.24% of securities and 96.86% of common shares voted at the special meeting voting in favour of the Arrangement. As such, completion of the Arrangement remains subject only to: (i) the final approval of the TSX Venture Exchange; (ii) the approval of the shareholders of Westwater, which will be sought at their annual meeting to be held on April 19, 2018; and (iii) the satisfaction of certain other closing conditions customary in transactions of this nature, as described in Alabama Graphite’s management information circular dated February 7, 2018 (the “Circular”) and including the condition that no action or circumstance will occur that would result in a Material Adverse Effect (as such term is defined in the Circular). Assuming the satisfaction or waiver of these conditions, the Arrangement is expected to close by the end of the second quarter of 2018.
Further information about the Arrangement is set out in Circular, which is available on the Corporation’s website at www.alabamagraphite.com and has been filed under Alabama Graphite’s profile on SEDAR at www.sedar.com.
On behalf of the Board of Directors of
ALABAMA GRAPHITE CORP.
Gareth P. Hatch, PhD, CEng, FIMMM, FIET
Chief Executive Officer and Executive Director
ABOUT ALABAMA GRAPHITE CORP.
Alabama Graphite is a Canadian-based flake graphite exploration and development company as well as an aspiring battery materials production and technology company. Alabama Graphite operates through its wholly owned subsidiary, Alabama Graphite Company, Inc. (a company registered in the state of Alabama).
For more information on Alabama Graphite, please visit www.alabamagraphite.com.
ABOUT WESTWATER RESOURCES, INC.
Westwater is focused on developing energy-related materials. Westwater has developed a dominant land position in three prospective lithium brine basins in Nevada and Utah in preparation for exploration and potential development of any lithium resources that may be discovered there. In addition, Westwater remains focused on advancing the Temrezli in-situ recovery uranium project in Central Turkey when uranium prices permit economic development of this project.
For more information on Westwater, please visit www.westwaterresources.net.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking information under applicable Canadian securities laws (“forward-looking statements”), which may include, without limitation, the current expectations of management of Alabama Graphite regarding the completion of the Arrangement, the receipt of all approvals and the satisfaction of all conditions necessary to complete the Arrangement (in a timely manner or at all), including the final approval of the TSX Venture Exchange and the approval of the shareholders of Westwater, and the timing of the completion of the Arrangement. The forward-looking statements are based on the beliefs of management and reflect Alabama Graphite’s current expectations. When used in this press release, the words “estimate”, “project”, “belief”, “anticipate”, “intend”, “expect”, “plan”, “predict”, “may”, “will” or “should” and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements. Such statements reflect the current view of Alabama Graphite. Completion of the Arrangement is subject to a number of conditions which are typical for transactions of this nature. Failure to satisfy any of these conditions, the emergence of a superior proposal or the failure to obtain the approval of the shareholders of Westwater, as well as the final approval of the TSX Venture Exchange, may result in the termination of the definitive agreement with Westwater setting out the terms and conditions of the Arrangement.
By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are made based on management’s beliefs, estimates and opinions on the date that statements are made, and Alabama Graphite undertakes no obligation to update forward-looking statements (unless required by law) if these beliefs, estimates and opinions or other circumstances should change. Investors are cautioned against attributing undue certainty to forward-looking statements.
Alabama Graphite has also assumed that the material factors and assumptions will not cause any forward-looking statements to differ materially from actual results or events. However, the list of these factors and assumptions is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICE PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE CONTENT OF THIS NEWS RELEASE.
CONTACT
Alabama Graphite Corp.
Tyler W. P. Dinwoodie
President
+1 (416) 309-8641
tdinwoodie@alabamagraphite.com