BRISBANE, QUEENSLAND, AUSTRALIA – Graphene Manufacturing Group Ltd. (TSX-V:GMG) (“GMG”) is pleased to announce that GMG and OzKem Pty Ltd (“OzKem”) have signed a binding agreement for GMG to acquire the manufacturing intellectual property and brand rights of OzKem’s THERMAL-XR® coating products. OzKem developed the THERMAL-XR® coating system products using GMG graphene together with OzKem’s base HVAC (Heating Venting and Air Conditioning) coating. GMG is an international distributor of THERMAL-XR® products with a number of global commercial demonstrations underway or initial sales completed. Following the completion of the agreement GMG will own the THERMAL-XR® brand, will buy the base coatings product from OzKem, and GMG will manufacture the THERMAL-XR® products containing GMG graphene.
Under a binding detailed agreement, GMG and OzKem have agreed to the following terms:
• Transfer THERMAL-XR® manufacturing intellectual property from OzKem to GMG to enable GMG to manufacture the products with GMG graphene going forward;
• Transfer the THERMAL-XR® branding ownership from OzKem to GMG;
• GMG to buy exclusively from OzKem the base coating at agreed prices for a fixed period of five years. OzKem agrees not to develop graphene-based coatings for the same fixed period; and
• GMG to pay to OzKem an initial AU$1 million cash and a subsequent AU$1 million in ordinary shares in the Company, conditional on a successful commercial batch blend of the THERMAL XR® product completed by GMG.
OzKem’s Managing Director, Terry Kobler, commented “OzKem has been working with GMG since 2018. It was obvious to OzKem that the quality of graphene supplied by GMG could make a positive impact in our development of a conductive coating to restore lost efficiency in air conditioning units. Since those early days, our partnership has grown significantly. It is a natural development in the business for GMG to take over the THERMAL XR® business and work to develop the potential of this technology.”
GMG’s Managing Director and CEO, Craig Nicol, commented: “We are excited with this next stage of the commercial maturation of THERMAL-XR® products. Together, with the partnerships already established, this is another important step towards GMG’s goal to become a major global supplier of energy saving products as well as G+AI Batteries as we continue to de-risk the commercial scale up of these technologies.”
About OzKem Pty Ltd
OzKem is a world leading coating technology company focused on the protection of heat exchange coils. OzKem formulates, develops and supplies world leading coating technology for the protection and maintenance of heat exchange coils. OzKem’s main goal is to provide long term corrosion and biofouling protection which will deliver long term energy efficiency. The corner stone of the OzKem business philosophy is technical support. Helping customers not only with their specific issues related to corrosion protection but also more broadly with heat exchange manufacturing processes and system efficiency.
GMG is a clean-technology company which seeks to offer energy saving and energy storage solutions, enabled by graphene, including that manufactured in-house via a proprietary production process.
GMG has developed a proprietary production process to decompose natural gas (i.e. methane) into its elements, carbon (as graphene), hydrogen and some residual hydrocarbon gases. This process produces high quality, low cost, scalable, ‘tuneable’ and low/no contaminant graphene suitable for use in clean-technology and other applications. The Company’s present focus is to de-risk and develop commercial scale-up capabilities, and secure market applications.
In the energy savings segment, GMG has focused on graphene enhanced heating, ventilation and air conditioning (“HVAC-R”) coating (or energy-saving paint), lubricants and fluids. In the energy storage segment, GMG and the University of Queensland are working collaboratively with financial support from the Australian Government to progress R&D and commercialization of graphene aluminium-ion batteries (“G+AI Batteries”).
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Cautionary Note Regarding Forward-Looking Statements
This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends”, “expects” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or will “potentially” or “likely” occur. This information and these statements, referred to herein as “forward‐looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding timing, completion and the final terms and conditions of binding agreements entered into between OzKem and the Company; the impact, effects and capabilities of GMG and its products; GMG’s ability to produce its products and the benefits arising from such products; GMG’s plans and business strategies; the successful completion of a commercial batch blend of the THERMAL XR® product completed by GMG; the production process and raw inputs used therein; the commercial progress and technical characteristics of certain products; performance regarding to certain residential and industrial applications; and the commercial maturation of THERMAL-XR® products.
These forward looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things, risks related to the deployment of the Company’s resources; that the results and impacts arising from the binding agreement between GMG and OzKem will differ from the Company’s expectations or be realized at all; changes to regional and global market trends; that the Company will be unable to develop and produce certain products and technologies; that commercial progress, technical characteristics and benefits will not be consistent with management’s expectations; and that GMG will not be able to successfully complete a batch blend of the THERMAL XR® products In making the forward looking statements in this news release, the Company has applied several material assumptions, including without limitation, assumptions regarding the Company’s ability to complete the binding agreement with OzKem and that benefits and impacts arising from binding agreements between the Company and OzKem will be consistent with the Company’s expectations; the Company’s ability to research, develop and test its products, including THERMAL XR®, within anticipated timelines; and market demand for the Company’s products.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.