Manganese X Provides Update Regarding the Graphano Energy Spin-Out
Montreal, Quebec--(Newsfile Corp. - June 24, 2021) - Manganese X Energy Corp. (TSXV: MN) (FSE: 9SC2) (OTCQB: MNXXF) ("Manganese X" or the "Company"), further to the Press Release dated May 20, 2021, is pleased to provide an update regarding the proposed timing of the previously-announced statutory plan of arrangement ("Plan of Arrangement") with Graphano Energy Ltd. ("Graphano") to spin out its Lac Aux Bouleaux graphite property, located in the province of Quebec. As of the date of this Press Release, the Company and Graphano are awaiting conditional approval from the TSX Venture Exchange ("TSXV") for Graphano to list on the TSXV on a post-spin-out basis (under the tentative trading symbol GEL).
Extension of Escrow Release Conditions
Further to the above, on December 22, 2020 and April 19, 2021, Graphano completed a private placement of subscription receipts for aggregate gross proceeds of $4,092,283, (the "Private Placement"), at a price of $0.05 per Subscription Receipt.
The conversion of the Subscription Receipts is subject to the satisfaction or waiver of certain customary escrow release conditions (the "Escrow Release Conditions"), including receipt of conditional approval from the TSXV, on or prior to June 30, 2021 (the "Outside Date").
Graphano received a comment letter from the TSXV on June 4, 2021, which it responded to and believed to have fully satisfied the requirements of the TSXV at the time of the response, which would allow them to meet the Escrow Release Conditions prior to the Outside Date. Unfortunately, the TSXV sent an additional comment letter dated June 22, 2021, which means that Graphano will be unable to meet the Escrow Release Conditions prior to the Outside Date. Graphano is currently in the process of seeking approval from subscription receipt holders to extend the Outside Date to August 31, 2021.
About Manganese X
Manganese X's mission is to advance its Battery Hill project into production, with the intent of supplying value-added materials to the lithium-ion battery and other alternative energy industries. The company is also striving to achieve new carbon-friendly more efficient methodologies, while processing manganese at a lower competitive cost. The company is moving toward commercialization of a manganese deposit in Canada.
Subsidiary Disruptive Battery's mission is to develop an HVAC air purification delivery system for cleaner and healthier air, aiming to mitigate COVID-19 and other contaminants on surfaces and in the air.
For more information visit our website at www.manganesexenergycorp.com.
On Behalf of the Board of Directors
CEO and Director
Cautionary Note Regarding Forward-Looking Information
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Certain information in this press release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or the negative of these terms and similar expressions. Such forward-looking statements include, but are not limited to, the Company's expectations about (i) the terms, and timing for the completion of, the Plan of Arrangement, and (ii) the timing of the extension of the Escrow Closing Conditions. Forward-looking statements necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements, including, without limitation, risks relating to (i) the social and economic impacts of the COVID-19 pandemic, (ii) the receipt of the requisite shareholder, court, regulatory and stock exchange approvals in connection with the Arrangement, (iii) the Company's ability to extend the Escrow Release Conditions, and (iv) the Company's business, including the mining industry in general, as described in the Company's public filings on SEDAR. The foregoing list is not intended to be exhaustive of the factors that may affect any of the Company's forward-looking statements or information. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended. Readers are cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Readers are further cautioned that the assumptions used in the preparation of such forward-looking statements (including, but not limited to, the assumption that (i) the Company will satisfy, in a timely manner, all conditions precedent to completion of the Arrangement, (ii) all regulatory and stock exchange approvals will be obtained in a timely manner, and on terms acceptable to the Company, (iii) the Company may not be able to extend the Escrow Release Conditions, and (iv) the circumstances surrounding the COVID-19 pandemic, although evolving, will stabilize and will not materially impede or affect the ability of the Company to consummate the Arrangement), although considered reasonable by management of the Company at the time of preparation, may prove to be imprecise and result in actual results differing materially from those anticipated, and as such, undue reliance should not be placed on forward-looking statements. The forward-looking statements included in this press release are made as of the date of this press release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws. Forward-looking statements, forward-looking financial information and other metrics presented herein are not intended as guidance or projections for the periods referenced herein or any future periods, and in particular, past performance is not an indicator of future results and the results of the Company in this press release may not be indicative of, and are not an estimate, forecast or projection of the Company's future results. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
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