Apr 12 2007
Advanced Nanotechnology Limited today announced that it has executed a Letter of Intent with Energenics Holdings Pte Ltd, a Singapore-based supplier of alternative energy solutions and technologies, to create an integrated fuel-borne catalyst joint venture company to address the rapidly growing clean-burn fuel markets. The joint venture company will be based in Singapore, and is intended to combine Advanced Nano's nanomaterials research and production skills with Energenics fuel additive formulation, marketing and fuel application expertise and is expected to formally commence within 10 weeks.
Upon execution of the formal agreements, Energenics will, subject to the conditions precedent set out below, subscribe for A$6 million of new Advanced Nano shares at a price of A$0.22 per share in two equal tranches (being a total of 27,272,728 ordinary shares issued on the same terms as existing Advanced Nano ordinary shares). The first tranche of A$3 million will be subscribed upon closing. The second tranche will take place upon the joint venture reaching certain sales targets or within two years from closing, whichever comes first. Advanced Nano will also provide Energenics with 4,545,455 free options for each share tranche (being one option for every three new shares subscribed for) at an exercise price of A$0.308 per share expiring on 30 June 2012.
The investment and joint venture contemplated in the Letter of Intent has been agreed subject to a number of conditions precedent, being, the completion of due diligence to the satisfaction of both Advanced Nano and Energenics, board approval in respect of both Advanced Nano and Energenics, and Advanced Nano shareholder approval in respect of the issue of the new Advanced Nano shares and options.
The joint venture company will undertake research, development, production and marketing of fuelborne catalyst systems, biofuel additive formulations, dosing technology and related know-how for the world energy market. It will emphasise fuels based on unique technologies developed by or licensed to Advanced Nano and Energenics, particularly in the area of biofuels and clean burning fuel technologies.
Paul McCormick, CEO of Advanced Nano commented "we are excited by the opportunity to team up with Energenics to form a world-class innovative company. Energenics and Advanced Nano firmly believe that an integrated approach is the best way to address the variety of opportunities presented in world energy markets."
He added "Energenics, via this transaction, confirms Advanced Nano's internationally recognised ability to develop and produce innovative, quality nanotechnology products addressing high-value markets."
Ronen Hazarika, Managing Director of Energenics, commented "Energenics believes that Advanced Nano is the world leader in the development and production of nanomaterial dispersions and especially catalytic additives. We believe that our joint venture will become a leading force in the development, application and marketing of innovative fuel solutions that help address the critical energy savings and greenhouse gas emission questions of the 21st century."