Alabama Graphite Receives Court Approval for Acquisition by Westwater Resources
March 19 2018 - 5:12PM
The Energy GraphiteTM
Company Sourced and Manufactured in the
United States of America
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
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