Innovative Composites to Spin-off Fire Retardant Assets
08 Septiembre 2012 - 2:09PM
PR Newswire (Canada)
TORONTO, Sept. 12, 2012 /CNW/ - Innovative Composites International
Inc. ("ICI" or the "Company"), (OTCQX: ICIZF), a producer of
proprietary engineered composite products, announced that it has
agreed to a spin-off of its Fire Retardant ("FR") technology assets
in a stand-alone company subject to the completion of the
definitive agreements and the successful completion of an external
equity offering. The stand-alone company will have Ilja
Troitschanski, the Company's former CFO, as President. "The FR
technology holds great potential but we believe that it requires
dedicated financial and management resources to efficiently advance
its commercialization," said Terry Ball, President and CEO of
ICI. "We believe this spin-off provides the best opportunity
to successfully commercialize these assets in the shortest period
of time while ensuring that ICI shareholders share in the potential
success of the FR technology without taxing the Company's
resources." The FR assets consist of Intellectual
Property related to three primary FR markets: forest fires,
polymers and textiles. Under the terms of the spin-off ICI would
roll the FR related assets into a new corporation ("Newco") and Mr.
Troitschanski will undertake to raise up to $1 million in equity
financing. The new equity investors will receive a minority
interest in Newco and ICI will maintain a majority interest and
receive a royalty on sales generated by Newco going forward. Fraser
Wray, Terry Ball, Sam Greiss and Ilja Troitschanski will be
appointed to the Board of Newco with Terry Ball holding the title
of Chairman and CEO. In order to avoid any potential conflict of
interest, Mr. Troitschanski has resigned from the Board of
Directors of ICI and Mr. Sam Greiss, the CFO of ICI, has been
appointed as a Director of ICI effective immediately. This spin-off
is intended to close in October 2012, subject to a successful
capital raise as well as other customary conditions for a
transaction of this sort. About Innovative Composites International
Inc. Headquartered in Toronto, Canada, Innovative Composites
International Inc. (OTCQX: ICIZF) is a high-tech engineering and
manufacturing company whose goal is to utilize its proprietary
"green" composite materials and building systems to provide
innovative, engineered product solutions to markets that include
prefabricated modular housing, shelters and containers, and
industrial applications. Led by a management team with extensive
commercialization experience, ICI has adopted a two-tier business
model: It designs and manufactures products and partners with
established companies in its target markets to utilize their sales
channels for faster product roll-out. The superior characteristics
of its products provide ICI with opportunities to establish and
grow significant, sustainable, and diversified sources of revenue
in its target markets. To find out more about ICI please visit our
website at: www.innovativecompositesinc.com. Follow us on
www.waggle.ca 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. "Statements made in this press release
include forward-looking statements that involve a number of risks
and uncertainties. These statements relate to future events or
future performance and reflect management's current expectations
and assumptions. A number of factors could cause actual events,
performance or results to differ materially from the events,
performance and results discussed in the forward-looking
statements, such as the economy, generally, competition in its
target markets, the demand for ICI's products and the availability
of funding. These forward-looking statements are made as of the
date hereof and ICI does not assume any obligation to update or
revise them to reflect new events or circumstances. Actual events
or results could differ materially from ICI's expectations and
projections." Innovative Composites International Inc.
CONTACT: Sam GreissChief Financial Officer(416) 646
0754sgreiss@innovativecompositesinc.com
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