Manganese
X Announces
Receipt
of TSXV
Conditional
Approval for the
Graphano
Energy
Spin-Out and
Listing
-
Distribution
Date set for August 27,
2021
-
Record Date
set for August 24,
2021
-
Ex-Dividend
Date set for
August 23,
2021
Montréal, Québec.
- August
17, 2021 --
InvestorsHub NewsWire -- Manganese X Energy Corp. (TSXV: MN) (FSE: 9SC2) (OTCQB: MNXXF) ("Manganese
X" or the
"Company"),
is pleased
to announce that the TSX Venture Exchange
(the "TSXV")
has issued its conditional listing approval for the
previously-announced spinout transaction of certain assets
into Graphano Energy Ltd.
("Graphano")
pursuant to the
plan of arrangement involving Manganese X and Graphano (the "Arrangement").
Details of the
Arrangement were described in the Company's information circular
dated March
16, 2021 which was mailed to its
shareholders and filed on SEDAR at www.sedar.com. Closing of
the Arrangement is expected to occur on August 27, 2021 (the "Effective
Date" or the
"Distribution
Date") which
would also constitute the distribution date of the common shares
of Graphano ("Graphano
Shares")
to the Manganese X shareholders under the Arrangement.
Holders
of record of Manganese X common shares ("Manganese X
Shares") as
of August
24, 2021 (the "Record
Date") will receive one share
of Graphano for every eight shares of Manganese X held on the Record
Date.
The
Graphano
Shares have a
deemed price of $0.05 per Graphano Shares, resulting in a deemed
distribution of $0.00625 per Manganese X
Share.
Manganese X Shares
will commence trading on an ex-dividend basis on the
TSXV
at the open of
trading on August 23, 2021. This means that in
order to be entitled to receive a dividend of shares of
Graphano, a shareholder must be a
holder or Manganese X Shares as of August 20, 2021. No additional action is
required by shareholders in order to receive Graphano Shares.
On the closing of
the Arrangement, Graphano and Manganese X will be
operated as separate companies with separate management teams and
Boards of Directors. For further details on the Arrangement and the
business of Graphano following the Arrangement,
please refer to the Information Notice that is available on SEDAR
at www.sedar.com.
The Company expects
the Graphano Shares to begin trading
approximately five business days following the Effective Date under
the symbol "GEL". Listing of the
Graphano
Shares on the TSXV
is subject to a number of customary conditions which are expected
to be fulfilled by the Effective Date or shortly
thereafter.
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
Martin
Kepman
CEO and
Director
E-mail:
martin@kepman.com
Telephone:
1-514-802-1814
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 for
the listing
of the Graphano
Shares on
the TSXV.
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 regulatory and stock exchange approvals in
connection with the Arrangement and
listing of
the Graphano
Shares on
the TSXV,
(iii) the
Company's and
Graphano's
ability
to fulfill
the conditions
of the TSXV, 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, and
(iii)
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.