TORONTO, Sept. 10, 2019 (GLOBE NEWSWIRE) -- Martinrea International Inc. (MRE.TO) (“Martinrea” or the “Company”) announced today that it filed an early warning report today in connection with the acquisition by Martinrea of 10 million common shares (the “Shares”) in NanoXplore Inc. (“NanoXplore”) a publicly listed company on the TSX Venture Exchange trading under the ticker symbol GRA, pursuant to several private agreements (the “Share Acquisitions”). Of the 10 million common shares of NanoXplore acquired by Martinrea, 5,474,669 of the common shares were acquired at a price of $1.20 per share for an aggregate purchase price of $6,569,603 and 4,525,331 of the common shares were acquired at a price of $1.30 per share for an aggregate purchase price of $5,882,930. After the Share Acquisitions, the Company holds 30,199,800 common shares of NanoXplore, or approximately 25 percent of NanoXplore’s issued and outstanding common shares.
In commenting on the transaction, Pat D’Eramo, Martinrea’s President and CEO noted: “We are very excited with the opportunities we see in the development and use of graphene-enhanced products. We are a lightweighting company, focused on providing our customers with solutions using a variety of advanced materials in steel, aluminum, or a combination of both, as well as other materials. Graphene has potential in many of our existing, as well as new, areas of business and we are currently developing prototypes and other breakthrough opportunities. We will be marketing some graphene enhanced products and solutions next year. Graphene-enhanced products will be a part of the Martinrea product offering to our customers.”
Rob Wildeboer, Martinrea’s Executive Chairman stated: “We believe our relationship with NanoXplore is a good one, and our involvement as an investor and strategic partner will continue to help NanoXplore in its operations and development. NanoXplore’s largest shareholder, Mason Graphite, was selling its share interest as it focused on building its own operations, and we purchased part of that interest along with some other leading institutional and strategic investors, who we welcome as fellow shareholders. Our strategic interest and relationship with NanoXplore strengthens our company as a leading lightweighting solutions company.”
Martinrea expects to evaluate on an ongoing basis NanoXplore’s financial condition, results of operations, business and prospects, the market price of the Shares, conditions in securities markets generally and in the market for shares of companies like NanoXplore, general economic and industry conditions and other factors Martinrea deems relevant to its investment decisions. Based on such evaluations, Martinrea may at any time or from time-to-time determine to acquire additional shares, or securities convertible into or exchangeable for shares or derivatives relating to shares, or to dispose of shares or securities convertible into or exchangeable for shares or derivatives relating to shares Martinrea owns or may hereafter acquire, through open market or privately negotiated transactions or otherwise, at such prices and on such terms as Martinrea deems advisable. Martinrea intends to monitor its investment in shares. Martinrea and its representatives and advisers may communicate with other shareholders, industry participants and other interested parties concerning NanoXplore. In addition, based on Martinrea’s continuing evaluation of the foregoing factors, Martinrea reserves the right to change its plans and intensions at any time or from time to time, as it deems appropriate Martinrea is relying on the private agreement exemption in section 4.2 of National Instrument 62-104 – Take-Over Bids and Issuer Bids, in connection with the Share Acquisitions. The above referenced early warning report relating to this press release has been filed on System for Electronic Document Analysis and Review (SEDAR) at www.sedar.com under NanoXplore’s issuer profile. For further information or to obtain a copy of the early warning report, please contact Fred Di Tosto, Chief Financial Officer of Martinrea.
Martinrea is a diversified and global automotive supplier engaged in the design, development and manufacturing of highly engineered, value-added Lightweight Structures and Propulsion Systems. Martinrea currently employs approximately 15,000 skilled and motivated people in 47 operating divisions in Canada, the United States, Mexico, Brazil, Germany, Slovakia, Spain and China.
Martinrea’s vision is making lives better by being the best supplier we can be in the products we make and the services we provide. The Company’s mission is to make people’s lives better by: delivering outstanding quality products and services to our customers; providing meaningful opportunity, job satisfaction, and job security for our people; providing superior long-term investment returns to our stakeholders; and being positive contributors to our communities. For more information, visit www.martinrea.com.
This press release contains forward-looking statements within the meaning of applicable Canadian securities laws including the opportunities for the use of graphene, development of prototypes or other uses of graphene, future marketing of graphene enhanced products, the value of the strategic relationship with NanoXplore; the possibility of acquiring or disposing of securities in the future, the intention to monitor its investments and related considerations and possible discussions with other persons about NanoXplore, as well as other forward-looking statements. The words “continue”, “expect”, “anticipate”, “estimate”, “may”, “will”, “should”, “views”, “intend”, “believe”, “plan”, “outlook” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on estimates and assumptions made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors that the Company believes are appropriate in the circumstances, such as expected sales and industry production estimates, current foreign exchange rates (FX), timing of product launches and operational improvements during the period and current Board approved budgets. Many factors could cause the Company’s actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the risk factors from other information, some of which are discussed in detail in the Company’s Annual Information Form and other public filings which can be found at www.sedar.com. Martinrea cautions that the list of risk factors and uncertainties is not exhaustive and other factors could also adversely affect its results. Readers are urged to consider the risks, uncertainties and assumptions carefully in evaluating the forward-looking information and are cautioned not to place undue reliance on such information. Furthermore, the forward-looking statements contained in this press release are made as at the date of this press release and Martinrea does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.
The common shares of Martinrea trade on the Toronto Stock Exchange under the symbol “MRE”.
For further information, please contact:
Fred Di Tosto, Chief Financial Officer
Martinrea International Inc.
3210 Langstaff Road
Vaughan, Ontario L4K 5B2